Common use of Landlord's Performance Under Master Lease Clause in Contracts

Landlord's Performance Under Master Lease. 7.1 Subtenant acknowledges that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent and all other charges provided for herein without any abatement, deduction or set off whatsoever. Subtenant covenants and warrants that it shall be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 10.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions provision of the Master Lease and Subtenant shall pay the base rent and Additional Rent additional rent and all other charges provided for herein without any abatement, deduction or set off setoff whatsoever. Notwithstanding the foregoing, if Landlord defaults in any of its obligations under the Master Lease, Subtenant shall be entitled to participate with Sublandlord in any action undertaken by Sublandlord in the enforcement of Sublandlord's rights against Landlord. If Sublandlord elects not to take action, whether legal action or otherwise, for the enforcement of Sublandlord's rights against Landlord, Subtenant shall have the right to take such action in its own name and, for that purpose and only to such extent, all the rights of Sublandlord under the Lease with respect to the Subleased Premises shall be and are hereby conferred upon and assigned to Subtenant, and Subtenant shall be subrogated to such rights to the extent they apply to the Subleased Premises. Subtenant shall protect, defend, indemnify and hold Sublandlord harmless from all claims, costs and liabilities, including attorney' fees and costs, arising out of or in connection with any such action by Subtenant. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound abide by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent and all other charges provided for herein ------------------ * PORTIONS OF THIS PAGE HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. without any abatement, deduction or set off whatsoeversetoff whatsoever except as provided in the Master Lease. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of In each instance where action by Landlord under the Master Lease and is necessary to the realization of a right of Subtenant under the Sublease, it is agreed that Sublandlord shall pay the base rent and Additional Rent and all other charges provided have no liability for herein without any abatement, deduction a failure to timely give a notice or set off whatsoever. respond to a request if: (i) Subtenant covenants and warrants that it shall be subject has not given sufficient notice to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Subtenant and permit Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of give notice under the Master Lease on the part regardless of the Tenant thereunder.notice period contained in the Sublease, or (ii) notwithstanding timely notice or action by Sublandlord, Landlord fails or refuses to timely act or respond, unless such failure is excused because of a default by Sublandlord as tenant under

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base all rent and Additional Rent payments required under Section 3 herein and all other charges provided for herein without any abatement, deduction or set off setoff whatsoever. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord unless such failure or refusal is a result of Sublandlord's act or failure to act by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to actLease. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent and all other charges provided for herein without any abatement, deduction or set off whatsoeverLease. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent and all other charges provided for herein without any abatement, deduction or set off whatsoeversetoff whatsoever except as provided in the Master Lease. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.or

Landlord's Performance Under Master Lease. 7.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's ’s failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's ’s act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's ’s failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent additional rent and all other charges provided for herein without any abatement, deduction or set off setoff whatsoever. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord the Landlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of its obligations hereunder to the extent such obligations hereunder are dependent on performance by Landlord, are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's ’s failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's ’s act or failure to act. Sublandlord hereby agrees to use commercially reasonable efforts to enforce the terms of the Master Lease against Landlord. This Sublease shall remain in full force and effect notwithstanding the Landlord's ’s failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent additional rent and all other charges provided for herein without any abatement, deduction or set off setoff whatsoever. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to act. In each instance where action by Landlord under the Master Lease is necessary to the realization of a right of Subtenant under the Sublease, it is agreed that Sublandlord shall have no liability for a failure to timely give a notice or respond to a request if: (i) Subtenant has not given sufficient notice to permit Sublandlord to take action or give notice under the Master Lease regardless of the notice period contained in the Sublease, or (ii) notwithstanding timely notice or action by Sublandlord, Landlord fails or refuses to timely act or respond, unless such failure is excused because of a default by Sublandlord as tenant under the Master Lease, or (iii) Subtenant is in default beyond all applicable notice and cure periods under this Sublease. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent and all other charges provided for herein without any abatement, deduction or set off whatsoever. Subtenant covenants and warrants that it shall be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.the

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's ’s failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's ’s act or failure to act. This Sublease shall remain in full force and effect notwithstanding the Landlord's ’s failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent additional rent and all other charges provided for herein without any abatement, deduction or set off setoff whatsoever. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified herein. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder.

Landlord's Performance Under Master Lease. 7.1 6.1 Subtenant acknowledges recognizes that Sublandlord is not in a position to render any of the services or to perform any of the repair, replacement, insurance and similar obligations required of Sublandlord by the terms of the Master Lease, as incorporated into this Sublease. Therefore, notwithstanding anything to the contrary contained in this Sublease, Subtenant agrees that performance by Sublandlord of such its obligations hereunder are conditional upon due performance by the Landlord of its corresponding obligations under the Master Lease and Sublandlord shall not be liable to Subtenant for any default of the Landlord under the Master Lease. Subtenant shall not have any claim against Sublandlord by reason of the Landlord's failure or refusal to comply with any of the provisions of the Master Lease unless such failure or refusal is a result of Sublandlord's act or failure to actLease. This Sublease shall remain in full force and effect notwithstanding the Landlord's failure or refusal to comply with any such provisions of the Master Lease and Subtenant shall pay the base rent and Additional Rent additional rent and all other charges provided for herein without any abatement, deduction or set off setoff whatsoever. Subtenant covenants and warrants that it shall fully understands and agrees to be subject to and bound by all of the covenants, agreements, terms, provisions and conditions of the Master Lease, except as modified hereinherein and subject to the provisions of the last sentence of Section 5 hereof. Furthermore, Subtenant and Sublandlord further covenant not to take any action or do or perform any act or fail to perform any act which would result in the failure or breach of any of the covenants, agreements, terms, provisions or conditions of the Master Lease on the part of the Tenant thereunder. Whenever the consent of Landlord shall be required by, or Landlord shall fail to perform its obligations under, the Master Lease, Sublandlord agrees to use commercially reasonable efforts, upon Subtenant's written request and at Subtenant's sole cost and expense, to secure such consent and/or performance on behalf of Subtenant; provided, however, that Sublandlord shall not be required to initiate or participate in any court action.