Common use of Landlord Defaults and Tenant Remedies Clause in Contracts

Landlord Defaults and Tenant Remedies. Except as provided otherwise in this Lease and subject to Paragraphs 13(e), 19(c) and 19(n) hereof, if Landlord shall fail in the performance of any of Landlord's obligations hereunder and such failure shall continue for a period of thirty (30) days after Landlord's receipt of written notice thereof from Tenant (or an additional reasonable time after such receipt if (i) such failure cannot be cured within such thirty (30) day period, and (ii) Landlord commences curing such failure within such thirty (30) day period and thereafter diligently pursues the curing of such failure), then Tenant shall be entitled to exercise any remedies that Tenant may have at law or in equity. 100 Subject to the terms of Paragraph 15 hereof, upon (b) Removal of Alterations and Tenant's Property. (i) (101)all permanent or built-in fixtures or improvements and all mechanical, electrical and plumbing equipment in the Premises shall be the property of Landlord upon the termination of this Lease,(102) all furnishings, equipment, furniture, trade fixtures and other removable equipment installed in the Premises by Tenant shall remain the property of Tenant and shall be removed by Tenant upon the expiration or termination of this Lease. Tenant shall repair any damage caused by such removal. (ii) If any furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days after the expiration of this Lease, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of any notice to Tenant, (A) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (B) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) and at Tenant's sole cost and expense, with reimbursement therefor to be made to Landlord upon demand; and/or (C) to sell, give away, donate or dispose of as trash or refuse any or all of such property without any responsibility to deliver to Tenant any proceeds therefrom. If(103) rights to occupy the Premises are terminated by Landlord, prior to Landlord's termination or the expiration of this Lease, and any of Tenant's furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days thereafter, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of notice to Tenant, (x) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (y) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) __________________________________ 101 Except as otherwise provided in writing by Landlord and Tenant, (A) 102 and (B) 103 Tenant's

Landlord Defaults and Tenant Remedies. Except as provided otherwise in (a) In the event of any default under this Lease and subject to Paragraphs 13(e)by Landlord, 19(c) and 19(n) hereof, if Landlord shall fail in the performance of any of Landlord's obligations hereunder and such failure shall continue for a period of have thirty (30) days after Landlord's receipt of written notice thereof from Tenant (or an additional reasonable time after of such receipt if (i) default to cure such failure default, unless such default shall be of a nature that it cannot reasonably be cured within such thirty (30) day period, and (ii) in which event Landlord shall have a reasonable period of time to cure such default provided that Landlord commences curing to cure such failure default within such thirty (30) day period and shall thereafter diligently pursues prosecute such cure to completion. If Landlord fails to cure any default within the curing cure period specified above, Tenant shall have its rights and remedies permitted at law or in equity. (b) Tenant shall have the right to offset against Fixed Rent hereunder and no other Rent under this Lease (unless the amount of such failureoffset exceeds six (6) months of Fixed Rent in which event Tenant shall have the right to offset against all Rent hereunder) the amount of any final (nonappealable) judgment or arbitration award (if the parties elect to resolve such dispute by arbitration) in favor of Tenant for amounts that Landlord is obligated to pay Tenant pursuant to this Lease, or as otherwise ordered or decreed by judicial order, to the extent not fully paid by Landlord within thirty (30) days of the date such final judgment or award was entered, together with interest at the Interest Rate from the due date thereof and interest at the Interest Rate from the date that such judgment or arbitration award is entered, or the payment obligation of Landlord arises, as the case may be. (c) If Landlord fails to fund all or any portion of Landlord’s Contribution within 30 days of the date when due (a “Funding Failure”), then and provided the Offset Conditions (as hereinbelow defined) are fully satisfied, Tenant shall be entitled to exercise any remedies that offset the amounts owed including interest thereon, calculated from the date required to be paid, at the Interest Rate against Fixed Rent and Additional Rent under the Lease, until all such amounts owed have been recouped. The “Offset Conditions” are: (i) the Initial Installations, or portions thereof applicable to such Funding Failure, have been substantially completed in substantial conformity with the Final Plans; (ii) no Event of Default then exists; (iii) no unresolved dispute exists between Landlord and Tenant may have at law with respect to performance of the work or Tenant’s satisfaction of the disbursement conditions; and (iv) Tenant has advised Landlord’s Mortgagee in equity. 100 Subject to writing of the terms of Paragraph 15 hereof, upon (b) Removal of Alterations and Tenant's PropertyFunding Failure. (id) (101)all permanent or built-Except for the offset rights set forth in fixtures or improvements and all mechanical, electrical and plumbing equipment in the Premises shall be the property of Subsection 15.8(b) permitting Tenant to credit against Rent amounts owed by Landlord upon the termination of this Lease,(102) all furnishings, equipment, furniture, trade fixtures and other removable equipment installed in the Premises by to Tenant shall remain the property of Tenant and shall be removed by Tenant upon the expiration or termination of this Lease. Tenant shall repair any damage caused by such removal. (ii) If any furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days after the expiration of this Lease, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of any notice to Tenant, (A) to treat such propertyas specifically provided thereunder, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (B) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) and at Tenant's sole cost and expense, with reimbursement therefor to be made to Landlord upon demand; and/or (C) to sell, give away, donate or dispose of as trash or refuse any or all of such property without any responsibility to deliver to Tenant any proceeds therefrom. If(103) rights to occupy the Premises are terminated by Landlord, prior to Landlord's termination or the expiration of this Lease, and any of Tenant's furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days thereafter, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of notice to Tenant, (x) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (y) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) __________________________________ 101 Except as otherwise provided in writing the Work Letter, or as otherwise ordered or decreed by judicial order, Tenant may not offset against Rent any sums owed by Landlord and to Tenant, (A) 102 and (B) 103 Tenant's.

Landlord Defaults and Tenant Remedies. Except as provided otherwise in this Lease and subject to Paragraphs 13(e), 19(cAny one or more of the following shall constitute a default by the Landlord: (A) and 19(n) hereof, if Landlord shall fail is adjudicated bankrupt or insolvent and such adjudication is not vacated within thirty (30) days from the date of such adjudication; (B) the admission in writing by Landlord of its inability to pay its debts when due; (C) the performance appointment of any a receiver or trustee for the business or property of Landlord's obligations hereunder and , unless such appointment is vacated within ninety (90) days after its entry; (D) Landlord making an assignment for the benefit of its creditors; (E) the failure shall continue for a period of Landlord to pay any amounts due to Tenant within thirty (30) days after Landlord's receipt written notice from Tenant that the same is due; or (F) the failure by Landlord to cure any failure to perform or observe any of its covenants under this Lease within sixty (60) days after written notice thereof from Tenant (or an additional reasonable time after such receipt if (i) Tenant, unless such failure is of such nature that it cannot be cured within such thirty sixty (3060) day period, and (ii) in which case Landlord shall have such additional time as is necessary to cure so long as Landlord commences the curing such failure within such thirty sixty (3060) day period and thereafter diligently pursues the curing curing. 20 Upon any occurrence of such failure)any default by Landlord, then Tenant shall be entitled have the right to exercise any sue for damages, or specific performance, or other remedies that Tenant it may have hxxx at law or in equity. 100 Subject Upon the occurrence of any default by Landlord, in addition to notice to the terms IDB and to Landlord, Tenant agrees to also give notice to the holder of Paragraph 15 hereofany mortgage (the "Mortgage Holder") on the Leased Premises, upon to the extent Tenant shall have received written notice of any such Mortgage Holder. Tenant agrees that such Mortgage Holder shall have sixty (b60) Removal days after written notice thereof from Tenant to cure such default, unless such failure or default is of Alterations such nature that it cannot be cured within such sixty (60) day period, in which case the Mortgage Holder shall have such additional time to cure so long as Mortgage Holder commences the curing within such sixty (60) days and thereafter diligently pursues the curing. In addition, Tenant may cure Landlord's default and offset the reasonable expense thereof against Rent thereafter accruing. Finally, if in Tenant's Property. reasonable business judgment, Landlord's default materially interferes with Tenant's use of the Leased Premises (i) (101)all permanent or built-"Landlord's Material Default"); and if Tenant reasonably determines that it is impractical for Tenant to attempt to cure such default and offset the cost thereof against Rent, and if the original written notice of default in fixtures or improvements and all mechanical, electrical and plumbing equipment in this Paragraph 20 to Landlord indicated that the Premises shall be the property of Landlord upon the termination of this Lease,(102) all furnishings, equipment, furniture, trade fixtures and other removable equipment installed in the Premises by Tenant shall remain the property of Tenant and shall be removed by Tenant upon the expiration or termination of this Lease. Tenant shall repair any damage caused by such removal. (ii) If any furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days after the expiration of this Leasedefault was a Landlord's Material Default, then Tenant hereby grants shall have the right to terminate this Sublease with no further liability to Landlord the option, exercisable at any time thereafter without the requirement of any notice to Tenant, (A) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (B) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) and at Tenant's sole cost and expense, with reimbursement therefor to be made to Landlord upon demand; and/or (C) to sell, give away, donate or dispose of as trash or refuse any or all of such property without any responsibility to deliver to Tenant any proceeds therefrom. If(103) rights to occupy the Premises are terminated by Landlord, except for sums already due prior to the termination), and exercise any other legal or equitable right or remedy it may have if Landlord does not cure the Landlord's termination or Material Default within the expiration of this Lease, and any of Tenant's furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days thereafter, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of notice to Tenant, (x) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (y) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) __________________________________ 101 Except as otherwise provided in writing by Landlord and Tenant, (A) 102 and (B) 103 Tenant'sallowed.

Landlord Defaults and Tenant Remedies. Except as provided otherwise Landlord shall be in default under this Lease and subject to Paragraphs 13(e), 19(c) and 19(n) hereof, if Landlord shall fail in the performance event Landlord has not completed the cure of any failure of Landlord's Landlord to meet its obligations hereunder and such failure shall continue for a period of under this Lease within thirty (30) days after Landlord's of the receipt by Landlord of written notice thereof from Tenant of Landlord’s alleged failure to perform (or an additional reasonable within such longer period of time after such receipt if (i) as is reasonably necessary to cure such failure if it cannot be cured within such thirty (30) day period, and (ii) Landlord commences curing has commenced and is diligently and continuously pursuing such failure within such cure but in no event to exceed an additional thirty (30) day period and thereafter diligently pursues period). A copy of the curing of such failure), then Tenant notice required by the preceding sentence shall be entitled sent simultaneously to exercise each Mortgagee. In no event shall Tenant have the right to terminate or rescind this Lease as a result of Landlord’s default, except as specifically provided herein. Tenant waives such remedies of termination or recission (except as otherwise specifically provided for in this Lease) and agrees that Tenant’s remedies for default under this Lease and for breach of any remedies that promise or inducement are limited to a suit for damages and/or injunction, and are specifically subject to Sections 3.B and 20. In addition, Tenant may have at law or in equity. 100 Subject shall, prior to the terms exercise of Paragraph 15 hereofany such remedies, upon provide each Mortgagee of the Property with a second written notice and reasonable time to cure any default by Landlord, not to exceed an additional ten (b10) Removal of Alterations and Tenant's Property. (i) (101)all permanent or built-in fixtures or improvements and all mechanical, electrical and plumbing equipment in days beyond the Premises shall be the property of time originally provided to Landlord upon the termination of this Lease,(102) all furnishings, equipment, furniture, trade fixtures and other removable equipment installed in the Premises for such cure. If a default by Tenant shall remain the property of Tenant and shall be removed by Tenant upon the expiration or termination of this Lease. Tenant shall repair any damage caused by such removal. (ii) If any furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days Landlord remains uncured after the expiration of this Leasethe notice and cure periods provided above, then Tenant hereby grants may remedy the breach or default and Landlord shall reimburse Tenant for Tenant’s reasonable out-of-pocket costs incurred in connection with such cure. If Landlord fails to Landlord the option, exercisable at any time thereafter without the requirement reimburse Tenant for such reasonable costs within thirty (30) days after receipt of any written notice to Tenant, (A) to treat such property, or any portion thereof, as being abandoned Tenant shall thereafter be entitled to deduct such reasonable sums from the Base Rent payable by Tenant under this Lease and due for the month or months following the month in which the said sums were so expended by Tenant; provided however, if such sums exceed twenty percent (20%) of the monthly installment of Base Rent, Tenant shall deduct such excess from the next monthly installment(s) of Base Rent (not to Landlord, whereupon Landlord shall be deemed to have full rights of ownership exceed twenty percent (20%) thereof; (B) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) and at Tenant's sole cost and expense, with reimbursement therefor to be made to Landlord upon demand; and/or (C) to sell, give away, donate or dispose of as trash or refuse any or all of such property without any responsibility to deliver to Tenant any proceeds therefrom. If(103) rights to occupy the Premises are terminated by Landlord, prior to Landlord's termination or the expiration of this Lease, and any of Tenant's furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days thereafter, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of notice to Tenant, (x) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (y) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) __________________________________ 101 Except as otherwise provided in writing by Landlord and Tenant, (A) 102 and (B) 103 Tenant'suntil fully reimbursed.

Landlord Defaults and Tenant Remedies. Except as provided otherwise Landlord shall be in default under this Lease and subject to Paragraphs 13(e), 19(c) and 19(n) hereof, if Landlord shall fail in the performance event Landlord has not begun and pursued with reasonable diligence the cure of any failure of Landlord's Landlord to meet its obligations hereunder and such failure shall continue for a period of under this Lease within thirty (30) days after Landlord's of the receipt by Landlord of written notice thereof from Tenant of Landlord’s alleged failure to perform (or and an additional reasonable time after such receipt if (iA) such failure cannot be cured within such thirty (30) day period, and (iiB) Landlord commences curing such failure within such thirty (30) day period and thereafter diligently pursues the curing of such failure). In no event shall Tenant have the right to terminate or rescind this Lease as a result of Landlord’s default. Tenant waives such remedies of termination or rescission (except as otherwise specifically provided for in this Lease) and agrees that Tenant’s remedies for default under this Lease and for breach of any promise or inducement are limited to (a) the right to remedy such default or breach and be reimbursed the reasonable costs thereof within thirty (30) days after Landlord’s receipt of a paid invoice and contractor’s lien waivers as applicable, then therefore, and if Landlord fails to reimburse Tenant shall be entitled to exercise any remedies that within such 30-day period, Tenant may have at law or in equity. 100 Subject to offset the terms next amount of Paragraph 15 hereof, upon (b) Removal of Alterations and Tenant's Property. (i) (101)all permanent or built-in fixtures or improvements and all mechanical, electrical and plumbing equipment in the Premises shall be the property of Landlord upon the termination of this Lease,(102) all furnishings, equipment, furniture, trade fixtures and other removable equipment installed in the Premises by Tenant shall remain the property of Tenant and shall be removed by Tenant upon the expiration or termination of Base Rent then coming due under this Lease. Tenant shall repair any damage caused by such removal. , or (ii) If any furnishingsa suit for damages and/or injunction, equipmentand all remedies are specifically subject to Section 25(b). In addition, furniture, trade fixtures or other removable equipment are not removed within five (5) business days after Tenant shall prior to the expiration of this Lease, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement exercise of any such remedies, provide each Landlord’s Mortgagee (in each instance, only as to those entities of which Tenant has notice of their interest) with written notice and reasonable time to Tenant, (A) to treat such property, or cure any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (B) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) and at Tenant's sole cost and expense, with reimbursement therefor to be made to Landlord upon demand; and/or (C) to sell, give away, donate or dispose of as trash or refuse any or all of such property without any responsibility to deliver to Tenant any proceeds therefrom. If(103) rights to occupy the Premises are terminated default by Landlord, prior to Landlord's termination or the expiration of this Lease, and any of Tenant's furnishings, equipment, furniture, trade fixtures or other removable equipment are not removed within five (5) business days thereafter, then Tenant hereby grants to Landlord the option, exercisable at any time thereafter without the requirement of notice to Tenant, (x) to treat such property, or any portion thereof, as being abandoned by Tenant to Landlord, whereupon Landlord shall be deemed to have full rights of ownership thereof; (y) to elect to remove and store such property, or any portion thereof, on Tenant's behalf (but without assuming any liability to any person) __________________________________ 101 Except as otherwise provided in writing by Landlord and Tenant, (A) 102 and (B) 103 Tenant's.