Common use of Liability of Sublandlord Clause in Contracts

Liability of Sublandlord. Sublandlord and Prime Landlord shall not ------------------------ be liable to Subtenant or to any persons, firm, corporation or other business association claiming by, through, or under Subtenant for failure to furnish or for delay in furnishing any service provided for in this Sublease or in the Prime Lease, respectively, and no such failure or delay by Sublandlord, or Prime Landlord, as the case may be, shall be an actual or constructive eviction of Subtenant, nor shall any such failure or delay operate to relieve Subtenant from the prompt and punctual performance of each and all of the covenants to be performed herein by Subtenant; nor for any latent defects in the Subleased Premises or the Building; nor for defects in the cooling, heating, electric, water, elevator or other apparatus or systems or for water discharged from sprinkler systems, if any, or from water pipes and plumbing facilities in the Building; nor for the theft, mysterious disappearance or loss of any property of Subtenant whether from the Sublease Premises or any part of the Building; nor from interference, disturbance, or acts to or with the Subtenant by third parties, including, without limitation, other tenants of the Building and any such occurrences shall not constitute an actual or constructive eviction of Subtenant. The foregoing shall not limit any right Subtenant may have to recover damages from Sublandlord or Prime Landlord, as the case may be, as a result of the gross negligence or willful misconduct in failing to provide any such services required from either of them, respectively, under this Sublease and/or Prime Lease. Sublandlord hereby indemnifies Subtenant for any cost, claim, or liability incurred by Subtenant as a result of Sublandlord's breach of the provisions of the Prime Lease; provided, however, that such indemnity shall not extend to any such breach arising from Subtenant's failure to perform its obligations hereunder.

Liability of Sublandlord. Sublandlord hereby represents and Prime Landlord Subtenant acknowledges that Sublandlord is a partnership registered as a limited liability partnership in the State of Delaware. Subtenant agrees that Subtenant shall not ------------------------ be liable to Subtenant or to any persons, firm, corporation or other business association claiming by, throughseek personal judgment against, or under Subtenant for failure to furnish levy upon the assets of, any then currently active, retired, withdrawn, deceased or for delay in furnishing any service provided for in this Sublease or in the Prime Lease, respectively, and no such failure or delay by dismissed partner of Sublandlord, nor against or Prime Landlordupon the assets of any such partner's spouse, as the case may be, shall be an actual family or constructive eviction of Subtenantestate, nor shall against or upon the assets of any such failure or delay operate partners who are thereafter admitted to relieve Subtenant from the prompt and punctual performance of each and Sublandlord (all of the covenants foregoing being collectively referred to be performed herein by Subtenant; nor as the "Parties"), for any latent defects in the Subleased Premises amounts due or the Building; nor for defects in the coolingwhich may become due under or by reason of this Sublease, heating, electric, water, elevator or other apparatus or systems or for water discharged the performance of any of the obligations of Sublandlord under this Sublease, and that Subtenant shall be entitled to proceed only against Sublandlord and the assets of Sublandlord for any such amounts or for the performance of any such obligations. Subtenant agrees that for the purposes of the foregoing, the assets of Sublandlord shall not include W any negative capital accounts which may from sprinkler systemstime to time exist in Sublandlord, if any(ii) any obligation of any of the Parties to contribute capital to Sublandlord, pursuant to the partnership agreement or otherwise, or from water pipes and plumbing facilities in (iii) any right which the Building; nor for the theft, mysterious disappearance or loss of any property of Subtenant whether from the Sublease Premises Sublandlord or any part trustee or similar person may otherwise have on behalf of Sublandlord to require contribution from any of the Building; nor from interferenceParties to satisfy debts of Sublandlord in any bankruptcy, disturbance, reorganization or acts to or with the Subtenant by third parties, including, without limitation, other tenants similar proceeding involving Sublandlord. In furtherance of the Building and any such occurrences shall not constitute an actual or constructive eviction of Subtenant. The foregoing shall not limit foregoing, Subtenant hereby waives any right Subtenant it may have to recover damages seek use and occupancy charges from Sublandlord or Prime Landlord, as the case may be, as a result any of the gross negligence or willful misconduct Parties in failing to provide any such services required from either of them, respectively, under the event that this Sublease and/or Prime Lease. Sublandlord hereby indemnifies Subtenant for is rejected by a trustee or debtor-in-possession in any costbankruptcy, claim, reorganization or liability incurred by Subtenant as a result of similar proceeding involving Sublandlord's breach of the provisions of the Prime Lease; provided, however, that such indemnity shall not extend to any such breach arising from Subtenant's failure to perform its obligations hereunder.

Liability of Sublandlord. Subtenant shall look only to Sublandlord's estate and interest in the Building (or the proceeds thereof) for the satisfaction of Subtenant's remedies or for the collection of any judgment (or other judicial process) in the event of any default by Sublandlord and Prime Landlord under this Sublease. Subtenant shall not ------------------------ be liable to Subtenant or look to any persons, firm, corporation other property or other business association claiming by, through, assets of Sublandlord or under Subtenant for failure to furnish or for delay in furnishing any service provided for in this Sublease or in the Prime Lease, respectively, and no such failure or delay by partners of Sublandlord, or Prime Landlord, as the case may be, shall be an actual or constructive eviction of Subtenant, nor shall any such failure of Sublandlord, its affiliates or delay operate the shareholders, officers or directors of Sublandlord be subject to relieve levy, execution or other enforcement procedure for the satisfaction of Subtenant's remedies under or with respect to this Sublease, the relationship of Sublandlord and Subtenant from the prompt hereunder or Subtenant's use and punctual performance of each and all occupancy of the covenants Subleased Premises, nor shall anything contained in this Sublease be construed to be performed herein by Subtenant; nor for permit Subtenant to offset any latent defects in the Subleased Premises claim or the Building; nor for defects in the coolingsum against any Fixed Rent, heating, electric, water, elevator Additional Rent or other apparatus or systems or for water discharged from sprinkler systemscharge due hereunder. Notwithstanding the foregoing, if anyand to the extent that the Subtenant obtains a final nonappealable judgment for damages against the Sublandlord, or from water pipes the amount of such judgment may be set off against the next installment(s) of Fixed Rent and plumbing facilities in Additional Rent coming due under the Building; nor for the theft, mysterious disappearance or loss of any property of Subtenant whether from Sublease. If the Sublease Premises is terminated or any part expires through no fault of the Building; nor from interferenceSubtenant, disturbancesuch as, or acts to or with the Subtenant by third parties, including, without limitation, other tenants of the Building and any such occurrences shall not constitute an actual or constructive eviction of Subtenant. The foregoing shall not limit any right Subtenant may have to recover damages from Sublandlord or Prime Landlord, as the case may befor example, as a result of a taking in condemnation, or casualty, and if at that time there remains any unsatisfied judgment held by the gross negligence Subtenant against the Sublandlord, then the limit of liability set forth in the preceding sentences of this paragraph 23 shall not apply to the amount of such unsatisfied judgment and Sublandlord shall pay the amount of such unsatisfied judgment within thirty (30) days of such termination or willful misconduct in failing to provide expiration.. If at any such services required from either time any windows of themthe Subleased Premises are closed, respectively, under this Sublease and/or Prime Lease. Sublandlord hereby indemnifies Subtenant darkened or obstructed for any costreason whatsoever, claim, or liability incurred by Subtenant as a result of including but not limited to Sublandlord's breach of the provisions of the Prime Lease; providedown acts, however, that such indemnity Sublandlord shall not extend be liable for any damage Subtenant may sustain thereby and Subtenant shall not be entitled to any such breach arising compensation therefor nor abatement or diminution of Fixed Rent or any item of Additional Rent or other charge or expense hereunder nor shall the same release Subtenant from Subtenant's failure to perform its obligations hereunder.hereunder nor constitute an eviction

Liability of Sublandlord. (a) Sublandlord and Prime Landlord shall not ------------------------ be liable incur any liability whatsoever to Subtenant or to any persons, firm, corporation or other business association claiming by, through, or under Subtenant for failure to furnish or for delay in furnishing any service provided for in this Sublease or in the Prime Lease, respectively, and no such failure or delay by Sublandlord, or Prime Landlord, as the case may be, shall be an actual or constructive eviction of Subtenant, nor shall any such failure or delay operate to relieve Subtenant from the prompt and punctual performance of each and all of the covenants to be performed herein by Subtenant; nor for any latent defects in the Subleased Premises or the Building; nor for defects in the cooling, heating, electric, water, elevator or other apparatus or systems or for water discharged from sprinkler systems, if any, or from water pipes and plumbing facilities in the Building; nor for the theft, mysterious disappearance or loss of any property of Subtenant whether from the Sublease Premises or any part of the Building; nor from interference, disturbance, or acts to or with the Subtenant by third parties, including, without limitation, other tenants of the Building and any such occurrences shall not constitute an actual or constructive eviction of Subtenant. The foregoing shall not limit any right Subtenant may have to recover damages from Sublandlord or Prime Landlord, as the case may be, as a result of the gross negligence or willful misconduct in failing to provide any such services required from either of them, respectively, under this Sublease and/or Prime Lease. Sublandlord hereby indemnifies Subtenant for any costinjury, claiminconvenience, incidental or liability consequential damages incurred or suffered by Subtenant as a result of Sublandlord's breach the exercise by Master Landlord of any of the provisions rights reserved to Master Landlord under the Master Lease, nor shall such exercise constitute a constructive eviction or a default by Sublandlord hereunder. Except as otherwise set forth herein, Subtenant’s obligations to pay Base Rent, Additional Rent and any other charges due under this Sublease shall not be reduced or abated in the event that Master Landlord fails to provide any service, to perform any maintenance or repairs, or to perform any other obligation of Master Landlord under the Master Lease, except if and only to the extent that Sublandlord’s obligation to pay Base Rent, Additional Rent and other charges under the Master Lease with respect to the Subleased Space is actually reduced or abated as a result of Master Landlord’s failure. To the fullest extent permitted by law, Sublandlord shall not be liable to Subtenant for any injury or damage to persons or property, any loss or claim or any interruption of Subtenant’s operations or use of the Prime Lease; providedSubleased Space or Shared Areas or failure to provide any Shared Services unless any such injury, howeverdamage, that loss, claim or interruption is due to Sublandlord’s gross negligence or willful misconduct. If there is any interruption of Shared Services, or of Subtenant’s operations or use of the Subleased Space or Shared Areas, then Subtenant shall give Sublandlord written notice thereof and a reasonable opportunity to correct such indemnity condition, and in the interim Subtenant shall not extend claim that it has been constructively evicted or is entitled to an abatement of the Rent. Subtenant waives any such breach arising from right of offset against Subtenant's failure to perform its ’s fee obligations hereunderthat may be provided by any statute or rule of law in connection with Sublandlord’s duties under this Sublease.