Common use of Performance of Leases Clause in Contracts

Performance of Leases. (a) Following the Distribution Date, whether or not (i) the Actual Closing with respect to any Leased Real Property has occurred, (ii) Computer Sciences GS or its applicable Subsidiary occupies such Leased Real Property under Section 2.5 of this Agreement or subleases such Leased Real Property under Section 2.7 of this Agreement or (iii) Computer Sciences GS or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS shall pay, perform, observe and discharge promptly when due, or cause its applicable Subsidiary to pay, perform, observe and discharge promptly when due, all Obligations under the Lease of such Leased Real Property; provided, however, that if, prior to an Actual Closing, a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary, then CSC, at Computer Sciences GS’s or its applicable Subsidiary’s request, shall make such payment, performance, observation or otherwise discharge such Obligations until such Actual Closing, subject to CSC’s receipt of payment from Computer Sciences GS or its applicable Subsidiary of all rent and other amounts payable under the applicable Lease prior to payment by CSC to the Landlord; and provided, further, that if Computer Sciences GS or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS or its applicable Subsidiary shall pay to (if a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary), or be entitled to be reimbursed by (if a Landlord otherwise accepts direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary), CSC or its designated Subsidiary monthly in advance fifty percent (50%) of the rent and other amounts payable under the applicable Lease for the remainder of the term of such Lease. (b) Upon (i) the Actual Closing with respect to any Guaranteed Property or (ii) the commencement of Computer Sciences GS’s or its applicable Subsidiary’s occupancy of any Leased Real Property under Section 2.5 of this Agreement or sublease of any Leased Real Property under Section 2.7 of this Agreement, Computer Sciences GS and each of its applicable Subsidiaries shall obtain and maintain all insurance, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under each such Lease; provided, however, if, prior to an Actual Closing, a Landlord refuses to accept Computer Sciences GS’s performance of the insurance requirements of any Lease or Computer Sciences GS’s insurer does not recognize an insurable interest on behalf of Computer Sciences GS, then CSC at Computer Sciences GS’s request shall use commercially reasonable efforts to obtain and maintain insurance policies until such Actual Closing, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under such Lease, subject to (i) CSC’s receipt of payment from Computer Sciences GS of all premiums and other amounts owing with respect to such policies prior to payment by CSC to the carriers and (ii) indemnification from Computer Sciences GS against any Losses which any CSC Indemnitee may suffer under or in connection with such arrangements. Computer Sciences GS and each of its applicable Subsidiaries shall maintain such insurance for so long as CSC retains any Obligations with regard to the Properties or Leases subject to such insurance. Each of CSC and Computer Sciences GS (each, an “Obtaining Party”) shall, when obtaining insurance pursuant to this Agreement, use commercially reasonable efforts to provide that coverage under such insurance shall not expire or be terminated or materially modified without such insurer endeavoring to provide written notice to the other Party at least thirty (30) days in advance of such expiration, termination or modification. All policies of commercial general liability insurance obtained by an Obtaining Party (or any Subsidiary of such Obtaining Party) shall designate the other Party and, as applicable, the other members of the CSC Group or the appropriate Subsidiary of Computer Sciences GS, as additional insureds. On or before each such Actual Closing or the commencement of any such occupancy or sublease, and thereafter at least thirty (30) days before the expiration of any such insurance or within ten (10) days after receiving a written request from the other Party, the Obtaining Party shall deliver certificates from the issuers of all such insurance evidencing full compliance with this Section 2.6(b), together with evidence of the payment of any premiums due on account of such insurance. (c) CSC shall use commercially reasonable efforts to promptly deliver to Computer Sciences GS or its applicable Subsidiary copies of all invoices, demands, notices and other communications received by CSC or its applicable Subsidiary or agents in connection with any of the Leased Real Properties or the Leases and shall, at Computer Sciences GS’s cost and upon Computer Sciences GS’s reasonable request, use commercially reasonable efforts to give notices and otherwise communicate on behalf of Computer Sciences GS or its applicable Subsidiary with respect to matters relating to any Lease or Leased Real Property. Computer Sciences GS shall use commercially reasonable efforts to promptly deliver to CSC copies of all demands, notices and other communications received by Computer Sciences GS or its applicable Subsidiary or agents that allege any breach or default of any Lease, which breach or default could reasonably be expected to result in CSC or any of its Subsidiaries incurring any Liabilities under such Lease or relating to the applicable Leased Real Property.

Appears in 3 contracts

Samples: Real Estate Matters Agreement (Computer Sciences Government Services Inc.), Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Sra International, Inc.)

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Performance of Leases. (a) Following the Distribution Date, whether Whether or not (i) the Actual Closing with respect to any Leased Real Property has occurred, occurred or (ii) Computer Sciences GS HBI or its applicable Subsidiary occupies such any Leased Real Property under Section 2.5 1.5 above as of this Agreement or subleases such Leased Real Property under Section 2.7 the Separation Date, HBI shall, effective as of this Agreement or (iii) Computer Sciences GS or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreementthe Separation Date, Computer Sciences GS shall pay, perform, observe and discharge promptly when due, or cause its applicable Subsidiary to pay, perform, observe and discharge promptly when due, all Obligations under the Lease of such Leased Real Property; provided, however, that if, prior to an Actual Closing, a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable SubsidiaryHBI, then CSC, Sxxx Xxx at Computer Sciences GSHBI’s or its applicable Subsidiary’s request, request shall make such payment, performance, observation or otherwise discharge such Obligations until such Actual Closing, subject to CSC’s Sxxx Xxx’x receipt of payment from Computer Sciences GS or its applicable Subsidiary HBI of all rent and other amounts payable under the applicable Lease prior to payment by CSC Sxxx Xxx to the Landlord; and provided, further, that if Computer Sciences GS or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS or its applicable Subsidiary shall pay to (if a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary), or be entitled to be reimbursed by (if a Landlord otherwise accepts direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary), CSC or its designated Subsidiary monthly in advance fifty percent (50%) of the rent and other amounts payable under the applicable Lease for the remainder of the term of such Lease. (b) Upon (i) the Actual Closing with respect to any Guaranteed Property or (ii) the commencement of Computer Sciences GSHBI’s or its applicable Subsidiary’s occupancy of any Leased Real Property under Section 2.5 1.5 of this Agreement or sublease of any Leased Real Property under Section 2.7 1.7 of this Agreement, Computer Sciences GS HBI and each of its applicable Subsidiaries shall obtain and maintain all insurance, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under each such Lease; provided, however, if, prior to an Actual Closing, a Landlord refuses to accept Computer Sciences GSHBI’s performance of the insurance requirements of any Lease or Computer Sciences GSHBI’s insurer does not recognize an insurable interest on behalf of Computer Sciences GSHBI, then CSC Sxxx Xxx at Computer Sciences GSHBI’s request shall use commercially reasonable best efforts to obtain and maintain insurance policies until such Actual Closing, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under such Lease, subject to (i) CSC’s Sxxx Xxx’x receipt of payment from Computer Sciences GS HBI of all premiums and other amounts owing with respect to such policies prior to payment by CSC Sxxx Xxx to the carriers and (ii) indemnification from Computer Sciences GS HBI against any Losses which any CSC Sxxx Xxx Indemnitee may suffer under or in connection with such arrangements. Computer Sciences GS HBI and each of its applicable Subsidiaries shall maintain such insurance for so long as CSC Sxxx Xxx retains any Obligations with regard to the Properties or Leases subject to such insurance. Each of CSC Sxxx Xxx and Computer Sciences GS HBI (each, an “Obtaining Party”) shall, when obtaining insurance pursuant to this Agreement, use commercially reasonable best efforts to provide that coverage under such insurance shall not expire or be terminated or materially modified without such insurer endeavoring to provide written notice to the other Party party at least thirty (30) 30 days in advance of such expiration, termination or modification. All policies of commercial general liability insurance obtained by an Obtaining Party (or any Subsidiary of such Obtaining Party) shall designate the other Party party and, as applicable, the other members of the CSC Sxxx Xxx Group or the appropriate Subsidiary of Computer Sciences GSHBI, as additional insureds. On or before each such Actual Closing or the commencement of any such occupancy or sublease, and thereafter at least thirty (30) 30 days before the expiration of any such insurance or within ten (10) days after receiving a written request from the other Partyparty, the Obtaining Party shall deliver certificates from the issuers of all such insurance evidencing full compliance with this Section 2.6(b1.6(b), together with evidence of the payment of any premiums due on account of such insurance. (c) CSC Sxxx Xxx shall use commercially reasonable best efforts to promptly deliver to Computer Sciences GS or its applicable Subsidiary HBI copies of all invoices, demands, notices and other communications received by CSC Sxxx Xxx or its applicable Subsidiary or agents in connection with any of the Leased Real Properties or the Leases and shall, at Computer Sciences GSHBI’s cost and upon Computer Sciences GSHBI’s reasonable request, use commercially reasonable best efforts to give notices and otherwise communicate on behalf of Computer Sciences GS HBI or its applicable Subsidiary with respect to matters relating to any Lease or Leased Real Property. Computer Sciences GS HBI shall use commercially reasonable best efforts to promptly deliver to CSC Sxxx Xxx copies of all demands, notices and other communications received by Computer Sciences GS HBI or its applicable Subsidiary or agents that allege any breach or default of any Lease, which breach or default could reasonably be expected to result in CSC Sxxx Xxx or any of its Subsidiaries incurring any Liabilities under such Lease or relating to the applicable Leased Real Property.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Hanesbrands Inc.)

Performance of Leases. (a) Following the Distribution Date, whether Whether or not (i) the Actual Closing with respect to any Leased Real Property has occurred, occurred or (ii) Computer Sciences GS HBI or its applicable Subsidiary occupies such any Leased Real Property under Section 2.5 1.5 above as of this Agreement or subleases such Leased Real Property under Section 2.7 the Separation Date, HBI shall, effective as of this Agreement or (iii) Computer Sciences GS or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreementthe Separation Date, Computer Sciences GS shall pay, perform, observe and discharge promptly when due, or cause its applicable Subsidiary to pay, perform, observe and discharge promptly when due, all Obligations under the Lease of such Leased Real Property; provided, however, that if, prior to an Actual Closing, a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable SubsidiaryHBI, then CSC, Xxxx Xxx at Computer Sciences GSHBI’s or its applicable Subsidiary’s request, request shall make such payment, performance, observation or otherwise discharge such Obligations until such Actual Closing, subject to CSC’s Xxxx Xxx’x receipt of payment from Computer Sciences GS or its applicable Subsidiary HBI of all rent and other amounts payable under the applicable Lease prior to payment by CSC Xxxx Xxx to the Landlord; and provided, further, that if Computer Sciences GS or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS or its applicable Subsidiary shall pay to (if a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary), or be entitled to be reimbursed by (if a Landlord otherwise accepts direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS or its applicable Subsidiary), CSC or its designated Subsidiary monthly in advance fifty percent (50%) of the rent and other amounts payable under the applicable Lease for the remainder of the term of such Lease. (b) Upon (i) the Actual Closing with respect to any Guaranteed Property or (ii) the commencement of Computer Sciences GSHBI’s or its applicable Subsidiary’s occupancy of any Leased Real Property under Section 2.5 1.5 of this Agreement or sublease of any Leased Real Property under Section 2.7 1.7 of this Agreement, Computer Sciences GS HBI and each of its applicable Subsidiaries shall obtain and maintain all insurance, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under each such Lease; provided, however, if, prior to an Actual Closing, a Landlord refuses to accept Computer Sciences GSHBI’s performance of the insurance requirements of any Lease or Computer Sciences GSHBI’s insurer does not recognize an insurable interest on behalf of Computer Sciences GSHBI, then CSC Xxxx Xxx at Computer Sciences GSHBI’s request shall use commercially reasonable best efforts to obtain and maintain insurance policies until such Actual Closing, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under such Lease, subject to (i) CSC’s Xxxx Xxx’x receipt of payment from Computer Sciences GS HBI of all premiums and other amounts owing with respect to such policies prior to payment by CSC Xxxx Xxx to the carriers and (ii) indemnification from Computer Sciences GS HBI against any Losses which any CSC Xxxx Xxx Indemnitee may suffer under or in connection with such arrangements. Computer Sciences GS HBI and each of its applicable Subsidiaries shall maintain such insurance for so long as CSC Xxxx Xxx retains any Obligations with regard to the Properties or Leases subject to such insurance. Each of CSC Xxxx Xxx and Computer Sciences GS HBI (each, an “Obtaining Party”) shall, when obtaining insurance pursuant to this Agreement, use commercially reasonable best efforts to provide that coverage under such insurance shall not expire or be terminated or materially modified without such insurer endeavoring to provide written notice to the other Party party at least thirty (30) 30 days in advance of such expiration, termination or modification. All policies of commercial general liability insurance obtained by an Obtaining Party (or any Subsidiary of such Obtaining Party) shall designate the other Party party and, as applicable, the other members of the CSC Xxxx Xxx Group or the appropriate Subsidiary of Computer Sciences GSHBI, as additional insureds. On or before each such Actual Closing or the commencement commence of any such occupancy or sublease, and thereafter at least thirty (30) 30 days before the expiration of any such insurance or within ten (10) days after receiving a written request from the other Partyparty, the Obtaining Party shall deliver certificates from the issuers of all such insurance evidencing full compliance with this Section 2.6(b1.6(b), together with evidence of the payment of any premiums due on account of such insurance. (c) CSC Xxxx Xxx shall use commercially reasonable best efforts to promptly deliver to Computer Sciences GS or its applicable Subsidiary HBI copies of all invoices, demands, notices and other communications received by CSC Xxxx Xxx or its applicable Subsidiary or agents in connection with any of the Leased Real Properties or the Leases and shall, at Computer Sciences GSHBI’s cost and upon Computer Sciences GSHBI’s reasonable request, use commercially reasonable best efforts to give notices and otherwise communicate on behalf of Computer Sciences GS HBI or its applicable Subsidiary with respect to matters relating to any Lease or Leased Real Property. Computer Sciences GS HBI shall use commercially reasonable best efforts to promptly deliver to CSC Xxxx Xxx copies of all demands, notices and other communications received by Computer Sciences GS HBI or its applicable Subsidiary or agents that allege any breach or default of any Lease, which breach or default could reasonably be expected to result in CSC Xxxx Xxx or any of its Subsidiaries incurring any Liabilities under such Lease or relating to the applicable Leased Real Property.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Hanesbrands Inc.)

Performance of Leases. (a) Following the Distribution Date, whether or not (i) the Actual Closing with respect to any Leased Real Property has occurred, (ii) Computer Sciences GS Delta or its applicable Subsidiary occupies such Leased Real Property under Section 2.5 of this Agreement or subleases such Leased Real Property under Section 2.7 of this Agreement or (iii) Computer Sciences GS Delta or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS Delta shall pay, perform, observe and discharge promptly when due, or cause its applicable Subsidiary to pay, perform, observe and discharge promptly when due, all Obligations under the Lease of such Leased Real Property; provided, however, that if, prior to an Actual Closing, a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS Delta or its applicable Subsidiary, then CSCUltra, at Computer Sciences GSDelta’s or its applicable Subsidiary’s written request, shall make such payment, performance, observation or otherwise discharge such Obligations until such Actual Closing, subject to CSCUltra’s receipt of payment from Computer Sciences GS Delta or its applicable Subsidiary of all rent and other amounts payable under the applicable Lease prior to payment by CSC Ultra to the Landlord; and provided, further, that if Computer Sciences GS Delta or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS Delta or its applicable Subsidiary shall pay to (if a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS Delta or its applicable Subsidiary), or be entitled to be reimbursed by (if a Landlord otherwise accepts direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS Delta or its applicable Subsidiary), CSC Ultra or its designated Subsidiary Subsidiary, monthly in advance (no later than the 10th day of each calendar month), fifty percent (50%) of the rent and other amounts Obligations payable under the applicable Lease for the remainder of the term of such Lease. (b) Upon (i) the Actual Closing with respect to any Guaranteed Property or (ii) the commencement of Computer Sciences GSDelta’s or its applicable Subsidiary’s occupancy of any Leased Real Property under Section 2.5 of this Agreement or sublease of any Leased Real Property under Section 2.7 of this Agreement, Computer Sciences GS Delta and each of its applicable Subsidiaries shall obtain and maintain all insurance, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under each such Lease; provided, however, if, prior to an Actual Closing, a Landlord refuses to accept Computer Sciences GSDelta’s performance of the insurance requirements of any Lease or Computer Sciences GSDelta’s insurer does not recognize an insurable interest on behalf of Computer Sciences GSDelta under any such Lease, then CSC Ultra at Computer Sciences GSDelta’s written request shall use commercially reasonable efforts to obtain and maintain insurance policies policies, until such Actual Closing, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under such Lease, subject to (iA) CSCUltra’s receipt of payment from Computer Sciences GS Delta of all premiums and other amounts owing with respect to such policies prior to payment by CSC Ultra to the carriers and (iiB) indemnification from Computer Sciences GS Delta against any Losses which any CSC Ultra Indemnitee may incur or suffer under or in connection with such arrangements. Computer Sciences GS Delta and each of its applicable Subsidiaries shall maintain such all insurance required under the applicable Lease for so long as CSC Ultra or any of its Subsidiaries retains any Obligations with regard to the Leases and Leased Real Properties or Leases subject to such insurance. Each of CSC Delta and Computer Sciences GS Ultra (each, an “Obtaining Party”) shall, when obtaining insurance pursuant to this Agreement, use commercially reasonable efforts to provide that coverage under such insurance shall not expire or be terminated or materially modified without such insurer endeavoring to provide written notice to the other Party at least thirty (30) days in advance of such expiration, termination or modification. All policies of commercial general liability insurance obtained by an Obtaining Party (or any Subsidiary of such Obtaining Party) shall designate the other Party and, as applicable, the other members of the CSC Ultra Group or the appropriate Subsidiary of Computer Sciences GSDelta, as additional insureds. On or before each such Actual Closing as provided in clause (i) above or the commencement of any such occupancy or subleasesublease as provided in clause (ii) above, and thereafter at least thirty (30) days before the expiration of any such insurance or within ten (10) days after receiving a written request from the other Party, the Obtaining Party shall deliver certificates from the issuers of all such insurance evidencing full compliance with this Section 2.6(b), together with evidence of the payment of any premiums due on account of such insurance. (c) CSC Ultra shall use commercially reasonable efforts to promptly deliver to Computer Sciences GS Delta or its applicable Subsidiary copies of all invoices, demands, notices and other communications received by CSC Ultra or its applicable Subsidiary or agents in connection with any of the Leased Real Properties or the Leases and shall, at Computer Sciences GSDelta’s cost and upon Computer Sciences GSDelta’s reasonable written request, use commercially reasonable efforts to give notices and otherwise communicate on behalf of Computer Sciences GS Delta or its applicable Subsidiary with respect to matters relating to any Lease or Leased Real Property. Computer Sciences GS Delta shall use commercially reasonable efforts to promptly deliver to CSC Ultra copies of all demands, notices and other communications received by Computer Sciences GS Delta or its applicable Subsidiary or agents that allege any breach or default of any Lease, which breach or default could reasonably be expected to result in CSC Ultra or any of its Subsidiaries or any other member of the Ultra Group incurring any Liabilities under such Lease or relating to the applicable Leased Real Property.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Perspecta Inc.)

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Performance of Leases. (a) Following the Distribution Date, whether or not (i) the Actual Closing with respect to any Leased Real Property has occurred, (ii) Computer Sciences GS Ultra or its applicable Subsidiary occupies such Leased Real Property under Section 2.5 of this Agreement or subleases such Leased Real Property under Section 2.7 of this Agreement or (iii) Computer Sciences GS Ultra or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS Ultra shall pay, perform, observe and discharge promptly when due, or cause its applicable Subsidiary to pay, perform, observe and discharge promptly when due, all Obligations under the Lease of such Leased Real Property; provided, however, that if, prior to an Actual Closing, a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS Ultra or its applicable Subsidiary, then CSCDelta, at Computer Sciences GSUltra’s or its applicable Subsidiary’s written request, shall make such payment, performance, observation or otherwise discharge such Obligations until such Actual Closing, subject to CSCDelta’s receipt of payment from Computer Sciences GS Ultra or its applicable Subsidiary of all rent and other amounts payable under the applicable Lease prior to payment by CSC Delta to the Landlord; and provided, further, that if Computer Sciences GS Ultra or its applicable Subsidiary is required to vacate such Leased Real Property under Section 2.5 of this Agreement, Computer Sciences GS Ultra or its applicable Subsidiary shall pay to (if a Landlord refuses to accept direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS Ultra or its applicable Subsidiary), or be entitled to be reimbursed by (if a Landlord otherwise accepts direct payment, performance, observation or other discharge of Obligations by Computer Sciences GS Ultra or its applicable Subsidiary), CSC Delta or its designated Subsidiary Subsidiary, monthly in advance (no later than the ___th day of each calendar month), fifty percent (50%) of the rent and other amounts Obligations payable under the applicable Lease for the remainder of the term of such Lease. (b) Upon (i) the Actual Closing with respect to any Guaranteed Property or (ii) the commencement of Computer Sciences GSUltra’s or its applicable Subsidiary’s occupancy of any Leased Real Property under Section 2.5 of this Agreement or sublease of any Leased Real Property under Section 2.7 of this Agreement, Computer Sciences GS Ultra and each of its applicable Subsidiaries shall obtain and maintain all insurance, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under each such Lease; provided, however, if, prior to an Actual Closing, a Landlord refuses to accept Computer Sciences GSUltra’s performance of the insurance requirements of any Lease or Computer Sciences GSUltra’s insurer does not recognize an insurable interest on behalf of Computer Sciences GSUltra under any such Lease, then CSC Delta at Computer Sciences GSUltra’s written request shall use commercially reasonable efforts to obtain and maintain insurance policies policies, until such Actual Closing, in such amounts and with such coverage, terms and conditions, as the tenant is required to maintain under such Lease, subject to (iA) CSCDelta’s receipt of payment from Computer Sciences GS Ultra of all premiums and other amounts owing with respect to such policies prior to payment by CSC Delta to the carriers and (iiB) indemnification from Computer Sciences GS Ultra against any Losses which any CSC Delta Indemnitee may incur or suffer under or in connection with such arrangements. Computer Sciences GS Ultra and each of its applicable Subsidiaries shall maintain such all insurance required under the applicable Lease for so long as CSC Delta or any of its Subsidiaries retains any Obligations with regard to the Leases and Leased Real Properties or Leases subject to such insurance. Each of CSC Delta and Computer Sciences GS Ultra (each, an “Obtaining Party”) shall, when obtaining insurance pursuant to this Agreement, use commercially reasonable efforts to provide that coverage under such insurance shall not expire or be terminated or materially modified without such insurer endeavoring to provide written notice to the other Party at least thirty (30) days in advance of such expiration, termination or modification. All policies of commercial general liability insurance obtained by an Obtaining Party (or any Subsidiary of such Obtaining Party) shall designate the other Party and, as applicable, the other members of the CSC Delta Group or the appropriate Subsidiary of Computer Sciences GSUltra, as additional insureds. On or before each such Actual Closing as provided in clause (i) above or the commencement of any such occupancy or subleasesublease as provided in clause (ii) above, and thereafter at least thirty (30) days before the expiration of any such insurance or within ten (10) days after receiving a written request from the other Party, the Obtaining Party shall deliver certificates from the issuers of all such insurance evidencing full compliance with this Section 2.6(b), together with evidence of the payment of any premiums due on account of such insurance. (c) CSC Delta shall use commercially reasonable efforts to promptly deliver to Computer Sciences GS Ultra or its applicable Subsidiary copies of all invoices, demands, notices and other communications received by CSC Delta or its applicable Subsidiary or agents in connection with any of the Leased Real Properties or the Leases and shall, at Computer Sciences GSUltra’s cost and upon Computer Sciences GSUltra’s reasonable written request, use commercially reasonable efforts to give notices and otherwise communicate on behalf of Computer Sciences GS Ultra or its applicable Subsidiary with respect to matters relating to any Lease or Leased Real Property. Computer Sciences GS Ultra shall use commercially reasonable efforts to promptly deliver to CSC Delta copies of all demands, notices and other communications received by Computer Sciences GS Ultra or its applicable Subsidiary or agents that allege any breach or default of any Lease, which breach or default could reasonably be expected to result in CSC Delta or any of its Subsidiaries or any other member of the Delta Group incurring any Liabilities under such Lease or relating to the applicable Leased Real Property.

Appears in 1 contract

Samples: Real Estate Matters Agreement (Perspecta Inc.)

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