Common use of FF&E Clause in Contracts

FF&E. Notwithstanding anything to the contrary contained in this Sublease, during the Sublease Term Sublandlord shall provide, and shall permit Subtenant to use, the FF&E. Subtenant shall accept the FF&E in its presently existing, “AS-IS, WHERE-IS, WITH ALL FAULTS” condition, and Subtenant shall be responsible, at its sole cost and expense, for all maintenance and repair of the FF&E, normal wear and tear and casualty excepted. Subtenant shall pay to Sublandlord a monthly fee of thirty cents ($0.30) per square foot during the Sublease Term for the use of the FF&E (the “FF&E Charges”). Upon the expiration or earlier termination of the Sublease Term, Subtenant shall surrender possession of the FF&E to Sublandlord in as good order and condition as when Subtenant took possession of the FF&E, reasonable wear and tear and casualty excepted; provided, however, in the event any items of the FF&E are missing or damaged, Subtenant, at its sole cost and expense, shall replace or repair (as applicable) such items of the FF&E. Sublandlord shall have no liability to Subtenant of any kind under any circumstances arising out of or in connection with the FF&E or Subtenant’s use thereof. Subtenant hereby releases Sublandlord from and against any and all claims, damages, costs, expenses and liabilities arising out of or in connection with the FF&E, and/or Subtenant’s use thereof, including, without limitation, any taxes with respect to the FF&E and/or Subtenant’s use thereof, and any related interest and penalties resulting from late payment by Subtenant thereof (collectively, “FF&E Claims”), and Subtenant shall indemnify, defend and hold Sublandlord harmless from and against any and all FF&E Claims accruing on and after the Execution Date.

FF&E. Notwithstanding anything Sublandlord hereby grants to Subtenant, free of charge for the contrary contained in Term of this Sublease, during the Sublease Term Sublandlord shall provideright to use those certain existing items of furniture, fixtures and shall permit Subtenant to use, equipment located within the FF&E. Subtenant shall accept the FF&E in its presently existing, “AS-IS, WHERE-IS, WITH ALL FAULTS” condition, and Subtenant shall be responsible, at its sole cost and expense, for all maintenance and repair of the FF&E, normal wear and tear and casualty excepted. Subtenant shall pay to Sublandlord a monthly fee of thirty cents ($0.30) per square foot during the Sublease Term for the use of the FF&E Premises (the “Selected FF&E”) in an “as is, where is” condition and without representations or warranties of any kind which are identified on Exhibit B attached hereto. The Selected FF&E Charges”). Upon shall be maintained by Subtenant in the expiration or earlier termination of the Sublease Term, Subtenant shall surrender possession of the FF&E to Sublandlord in as good order and condition as when Subtenant took possession of the FF&Ereceived, reasonable wear and tear excepted and casualty excepted; providedSubtenant shall be responsible for any loss or damage to the same occurring during the Term. Subtenant shall insure the Selected FF&E under the property insurance policy required under the Master Lease, however, as incorporated herein. Subtenant shall surrender the Selected FF&E to Sublandlord upon the termination of this Sublease in the event any items same condition as exists as of the Commencement Date, reasonable wear and tear excepted. Subtenant shall not remove any of the Selected FF&E are missing from the Premises. Notwithstanding the foregoing, provided (i) Subtenant has not defaulted under this Sublease and no event has occurred that with the passing of time or damagedthe giving of notice, Subtenantwould constitute a default by Subtenant under this Sublease and (ii) this Sublease has not terminated prior to the Expiration Date, at which conditions may be waived by Sublandlord in its sole cost and expensediscretion, then upon the termination of this Sublease, the Selected FF&E shall replace or repair (as applicable) such items become the property of the FF&E. Sublandlord shall have no liability to Subtenant of any kind under any circumstances arising out of or in connection with the FF&E or Subtenant’s use thereof. Subtenant hereby releases Sublandlord from and against any and all claims, damages, costs, expenses and liabilities arising out of or in connection with the FF&E, and/or Subtenant’s use thereof, including, without limitation, any taxes with respect to the FF&E and/or Subtenant’s use thereof, and any related interest and penalties resulting from late payment by Subtenant thereof (collectively, “FF&E Claims”), and Subtenant shall indemnifyaccept the same in its “AS IS, defend WHERE IS” condition, without representation or warranty whatsoever. Sublandlord shall have the right to enter the Premises and hold Sublandlord harmless from remove items of furniture, fixtures and against any and all FF&E Claims accruing on and after equipment that are not included in the Execution Selected FF&E, at reasonable times to be coordinated with Subtenant, within sixty (60) days of the Commencement Date.

FF&E. Notwithstanding anything Sub-Sublandlord hereby agrees to the contrary contained in this Sublease, during the Sublease Term Sublandlord shall provide, and shall permit rent to Sub-Subtenant to use, the FF&E. Subtenant shall accept (at no extra charge or rent) the FF&E owned by Sub-Sublandlord and delivered to Sub-Subtenant within the Sub-Subleased Premises on the Commencement Date, all in its presently existing, “AS-IS, WHERE-IS, WITH ALL FAULTS” condition, “WHERE IS”, and without warranty, express or implied, of any kind or nature. Sub-Subtenant shall maintain and repair the FF&E as and when reasonably necessary at Sub-Subtenant’s sole cost and expense. Provided this Sub-Sublease is in full force and effect as of the date which is thirty (30) days prior to the Sublease Expiration Date, and Sub-Subtenant is not then in default of this Sub-Sublease beyond any applicable notice and cure period and has not been in default of the Sub-Sublease for more than fifteen (15) days in the aggregate during the Term, then Sub-Subtenant shall have the option (in its sole discretion) to purchase all such FF&E for the price of One Dollar ($1.00) by written notice to Sub-Sublandlord on or before the thirtieth (30th) day prior to the Sublease Expiration Date (the “Purchased FF&E”). Sub-Sublandlord represents and warrants that there no party has claims for or liens against the Purchased FF&E. If Sub-Subtenant timely exercises such option, then the parties shall execute the Xxxx of Sale attached hereto as Exhibit “C” and all right, title and interest of Sub-Sublandlord in such Purchased FF&E shall be responsibledeemed conveyed to Sub-Subtenant, and Sub-Subtenant shall, at its sole cost and expense, for remove all maintenance and repair of the FF&EPurchased FF&E from the Sub-Subleased Premises, normal wear and tear and casualty excepted. Sub-Subtenant shall pay to Sublandlord a monthly fee of thirty cents ($0.30) per square foot during the Sublease Term for the use of the FF&E (the “FF&E Charges”)repair any damage caused by such removal. Upon the expiration or earlier termination of the Sublease Term, If Sub-Subtenant shall surrender possession of the FF&E to Sublandlord in as good order not timely exercise such option, then such option shall be null and condition as when void and Sub-Subtenant took possession of the FF&E, reasonable wear and tear and casualty excepted; provided, however, in the event any items of the FF&E are missing or damaged, Subtenant, at its sole cost and expense, shall replace or repair (as applicable) such items of the FF&E. Sublandlord shall have no liability to Subtenant of any kind under any circumstances arising out of further right or interest in connection with the FF&E or Subtenant’s use thereof. and Sub-Subtenant hereby releases Sublandlord from and against any and all claims, damages, costs, expenses and liabilities arising out of or in connection with the FF&E, and/or Subtenant’s use thereof, including, without limitation, any taxes with respect shall not be required to remove the FF&E and/or Subtenant’s use thereof, and any related interest and penalties resulting from late payment by Subtenant thereof (collectively, “FF&E Claims”), and Subtenant shall indemnify, defend and hold Sublandlord harmless from and against any and all FF&E Claims accruing on and after the Execution DateSub-Subleased Premises.

FF&E. Notwithstanding anything to Provided no Event of Default (as defined in Section 22) has occurred and is continuing, Subtenant may utilize all the contrary contained furniture, fixtures and equipment owned by Sublandlord and located in this Subleasethe Subleased Premises as of the Commencement Date (collectively, the “FF&E”) during the Sublease Term Term, which such FF&E are itemized in Exhibit C attached hereto. Sublandlord shall providerepresents and warrants as of the Commencement Date that (i) Sublandlord is the rightful owner of the FF&E, (ii) the FF&E has not otherwise been sold or assigned to any other person or entity, (iii) the FF&E is free and clear of all liens, encumbrances, claims and demands, and shall permit Subtenant (iv) to usethe best of Sublandlord’s knowledge, the FF&E. FF&E is in good operating condition and free of any defects. Except as provided in the immediately preceding sentence, Subtenant shall accept the FF&E in its presently existing, “AS-IS, WHERE-IS, WITH ALL FAULTS” conditioncondition as of the Commencement Date, and Subtenant shall be responsible, at its sole cost and expense, for all maintenance and repair of the FF&E, normal wear and tear and casualty excepted. Subtenant shall pay to Sublandlord a monthly fee of thirty cents ($0.30) per square foot during the Sublease Term for the use of the FF&E (the “FF&E Charges”). Upon the expiration or earlier termination of the Sublease Term, Subtenant shall surrender possession of the FF&E to Sublandlord in as good order and condition as when Subtenant took possession of the FF&E, reasonable wear and tear and casualty excepted; provided, however, in the event any items of the FF&E are missing or damaged, Subtenant, at its sole cost and expense, shall replace or repair (as applicable) such items of the FF&E. Sublandlord shall have no liability to Subtenant of any kind under any circumstances arising out of or in connection with the FF&E arising from and after the Commencement Date of such FF&E or Subtenant’s use thereof. Subtenant hereby releases Sublandlord from and against any and all claims, damages, costs, expenses and liabilities arising out of or in connection with the FF&E, and/or Subtenant’s use thereof, from and after the Commencement Date, including, without limitation, any taxes with respect to the FF&E and/or Subtenant’s use thereof, and any related interest and penalties resulting from late payment by Subtenant thereof (collectively, “FF&E Claims”), and Subtenant shall indemnify, defend and hold Sublandlord harmless from and against any and all FF&E Claims accruing on and after the Execution Commencement Date. Notwithstanding the foregoing, Sublandlord shall inform Subtenant of the terms and conditions of any manufacturer’s warranties or guarantees (“Manufacturer’s Warranties”) with respect to the FF&E in effect as of the Commencement Date, and in the event of any FF&E defect in design, material, or workmanship covered by such Manufacturer’s Warranties, Sublandlord shall assert such applicable Manufacturer’s Warranties using commercially reasonable efforts after Subtenant notifies Sublandlord of the defect. Subtenant shall maintain the FF&E in good condition and repair, reasonable wear and tear excepted, and shall be responsible for any loss or damage to the FF&E occurring from the Commencement Date through the Expiration Date. Subtenant may freely move, and/or remove any of the FF&E from the Subleased Premises without replacement thereof or notification to Sublandlord. On the Expiration Date, Subtenant shall purchase the FF&E from Sublandlord for the sum of One Dollar ($1.00) pursuant to a xxxx of sale in form and content substantially identical to the form of Xxxx and Sale attached hereto as Exhibit D, in its “AS IS, WHERE IS” condition, without representation or warranty whatsoever, except that Sublandlord is the rightful owner of the FF&E, that the FF&E has not otherwise been sold or assigned to any other person or entity, and that the FF&E is free and clear of all liens, encumbrances, claims and demand.

FF&E. Notwithstanding anything (a) Subject to the contrary contained terms and conditions hereof, and subject, further, to the limitations set forth in this SubleaseSubsection 37(b) below, Landlord shall provide Tenant with the right and license to utilize during the Sublease Term Sublandlord shall provideTerm, at Tenant’s sole risk, cost, and shall permit Subtenant to useexpense and without additional charge therefor, the FF&E. Subtenant shall accept the FF&E in its presently existingexisting furniture, “AS-IS, WHERE-IS, WITH ALL FAULTS” conditionfixtures, and Subtenant shall be responsibleequipment located in the Premises and specifically described and listed on the inventory attached as Exhibit C attached hereto and incorporated herein (collectively, at its sole cost and expense, for all maintenance and repair of the FF&E, normal wear and tear and casualty excepted. Subtenant shall pay to Sublandlord a monthly fee of thirty cents ($0.30) per square foot during the Sublease Term for the use of the FF&E (the “FF&E ChargesExisting FF&E”). Upon Any and all costs and expenses of maintaining, repairing, replacing, connecting, moving, installing, and/or reinstalling any such Existing FF&E to, from, and/or within the expiration Premises shall be the sole responsibility of Tenant, shall be paid by Tenant as and when due, and in no event shall Landlord have any liability or earlier termination responsibility therefor. Title to the Existing FF&E shall remain in Landlord’s name during the Term. Nothing contained herein shall be deemed a representation, warranty, or guaranty by or from Landlord as to the condition, value, utility, merchantability, or title of or to the Sublease Term, Subtenant shall surrender possession of the FF&E to Sublandlord in as good order and condition as when Subtenant took possession of the Existing FF&E, reasonable wear or any portion thereof, and tear Landlord hereby expressly disclaims any and casualty excepted; provided, however, in the event any items of the FF&E are missing or damaged, Subtenant, at its sole cost and expense, shall replace or repair (as applicable) such items of the FF&E. Sublandlord shall have no liability to Subtenant of any kind under any circumstances arising out of or all warranties in connection with the FF&E or Subtenant’s use thereof. Subtenant hereby releases Sublandlord from and against any and all claims, damages, costs, expenses and liabilities arising out of or in connection with the Existing FF&E, and/or Subtenant’s use thereof, including, without limitation, warranties of title, merchantability, condition, and fitness, and in no event shall Landlord have any taxes liability or responsibility of any type whatsoever with respect thereto. It is hereby acknowledged, understood, and agreed that (a) Tenant is accepting all such Existing FF&E in its “AS IS” condition as existing as of the date hereof, and (b) as of the Termination Date, (i) the Existing FF&E shall be and become the property of Tenant, (ii) Tenant shall pay to Landlord the sum of One and No/100 Dollars ($1.00) as the purchase price therefor, and (iii) Landlord shall deliver to Tenant a xxxx of sale (without warranties) for the Existing FF&E. Tenant shall in any event be solely responsible for the removal of the Existing FF&E from the Premises and the disposal of the same upon the expiration or termination of the Prime Lease, all at Tenant’s sole cost and expense. While Tenant shall not be obligated to maintain the Existing FF&E in substantially the same condition as existing as of the date hereof, or otherwise perform any maintenance or repair work with respect thereto, should this Lease or Tenant’s right to possession hereunder be terminated due to a default by Tenant hereunder, then in such event Landlord’s damages shall expressly include the “fair market value” of the Existing FF&E had such Existing FF&E been so maintained in substantially the same condition as existing as of the date hereof, and otherwise in good condition or repair, such that Landlord could reasonably reuse the same in substantially the same manner, reasonable wear and tear excepted. Notwithstanding the foregoing, Landlord shall maintain the Existing FF&E in the same condition it is in as of the date hereof, normal wear and tear excepted, until the Commencement Date. Tenant shall receive a credit of $107,500.00 against its Basic Rent payment obligations hereunder as consideration for Tenant to purchase furniture in addition to the Existing FF&E and/or Subtenant’s use thereof, and any related interest and penalties resulting from late payment by Subtenant thereof (collectively, “FF&E Claims”), and Subtenant shall indemnify, defend and hold Sublandlord harmless from and against any and all FF&E Claims accruing on and after the Execution Dateset forth in Exhibit C attached hereto.