Common use of Prime Lease Clause in Contracts

Prime Lease. Subtenant agrees that it will do nothing in, on or about the Subleased Premises or the Building which would result in the breach by Sublandlord of its undertakings and obligations under the Prime Lease. Except as expressly provided in this Sublease and except for the following provisions, this Sublease shall be subject to and on all of the terms and conditions as are contained in the Prime Lease and the provisions of the Prime Lease are hereby incorporated into this Sublease as if Sublandlord were the landlord thereunder and Subtenant the tenant thereunder: A. The defined economic terms for “Annual Fixed Rent – Initial Term,” “Initial Term,” “Premises,” “Guarantor,” “Extension Terms,” “Annual Fixed Rent – Extension Term,” “Broker” are inapplicable; B. Sections 4.5, 4.6, 4.7, and 4.8 of the Prime Lease (relating to additional rent) are applicable, as modified by the provisions of Paragraphs 5 and 6 of this Sublease, but Appendix J shall be applicable to the extent its provisions impact the calculation of additional rent payable under the Prime Lease; C. Sections 4.9, 5.8, and Section 8.3 as it relates to Sublandlord are inapplicable; D. Article II of the Prime Lease (relating to Premises and Term) is inapplicable as between Subtenant and Sublandlord, except to the extent enforcement of Prime Landlord’s obligations under such Article II is required in order for Sublandlord to perform its obligations under this Sublease, and except to the extent such parking rights are incorporated into this Sublease in Section 14 below; E. Article IX of the Prime Lease (relating to Brokers) is inapplicable; F. Article III and Appendix D of the Prime Lease (relating to Landlord’s Work and Tenant Work) is inapplicable; G. Article XII of the Prime Lease (relating to Purchase Right of First Offer) is inapplicable; H. Appendix G of the Prime Lease (relating to the Notice of Lease) is inapplicable; I. Schedules 2.5, 4.9, and 5.2.1.3(2) are inapplicable; and J. Where appropriate, references to “Landlord” in the Prime Lease shall be deemed to mean “Sublandlord” hereunder and references to “Tenant” in the Prime Lease shall be deemed to mean “Subtenant” hereunder, it being understood and agreed that Sublandlord will not be acting as, or assuming any of the responsibilities of, Prime Landlord, and all references in the Prime Lease to Landlord-provided services or Landlord insurance requirements, and any other references which by their nature relate to the owner or operator of the Building, rather than to a tenant of the Building subleasing space to a subtenant, shall continue to be references to Prime Landlord and not to Sublandlord.

Prime Lease. Subtenant agrees that it will do nothing inTrue, on or about the Subleased Premises or the Building which would result in the breach by Sublandlord accurate and complete copies of its undertakings and obligations under the Prime LeaseLease and the Sublease have been given by Sub-Sublessor and have been reviewed by Sub-Sublessee and Sub-Sublessee acknowledges it is familiar with the terms thereof This Sub-Sublease is subject and subordinate to the Prime Lease and the Sublease. Except as may be inconsistent, inapplicable or inappropriate with the terms hereof or as otherwise expressly provided in this Sublease and except for herein, all the following provisionsterms, this Sublease shall be subject to and on all of the terms covenants and conditions as are contained in the Prime Lease and the provisions Sublease contained shall be applicable to this Sub-Sublease and shall be deemed incorporated herein, with the same force and effect (unless the context of the Prime Lease are hereby incorporated into this and/or the Sublease otherwise requires) as if Sublandlord Sub-Sublessor were the landlord thereunder and Subtenant the tenant thereunder: A. The defined economic terms for “Annual Fixed Rent – Initial Term,” “Initial Term,” “Premises,” “Guarantor,” “Extension Terms,” “Annual Fixed Rent – Extension Term,” “Broker” are inapplicable; B. Sections 4.5, 4.6, 4.7, and 4.8 of "Landlord" under the Prime Lease (relating to additional rent) are applicable, as modified by and/or the provisions of Paragraphs 5 and 6 of this "Sublessor" under the Sublease, but Appendix J shall be applicable to SubSublessee were the extent its provisions impact the calculation of additional rent payable "Tenant" under the Prime Lease; C. Sections 4.9, 5.8, and Section 8.3 as it relates to Sublandlord are inapplicable; D. Article II of Lease and/or the Prime Lease (relating to Premises and Term) is inapplicable as between Subtenant and Sublandlord, except to "Sublessee" under the extent enforcement of Prime Landlord’s obligations under such Article II is required in order for Sublandlord to perform its obligations under this Sublease, and except the Leased Premises was the "Premises" referred to the extent such parking rights are incorporated into this Sublease in Section 14 below; E. Article IX of the Prime Lease (relating to Brokers) is inapplicable; F. Article III and Appendix D of the Prime Lease (relating to Landlord’s Work and Tenant Work) is inapplicable; G. Article XII of the Prime Lease (relating to Purchase Right of First Offer) is inapplicable; H. Appendix G of the Prime Lease (relating to the Notice of Lease) is inapplicable; I. Schedules 2.5, 4.9, and 5.2.1.3(2) are inapplicable; and J. Where appropriate, references to “Landlord” in the Prime Lease shall be deemed and/or the "Leased Premises referred to mean “Sublandlord” hereunder and references to “Tenant” in the Prime Lease shall be deemed to mean “Subtenant” hereunder, it being understood and agreed that Sublandlord will not be acting as, or assuming any of the responsibilities of, Prime LandlordSublease, and all as if references in the Prime Lease to Landlord"Lease" and/or references in the Sublease to "Sublease" meant this Sub-provided services or Landlord insurance requirements, and any other references which by their nature relate to Sublease. The following provisions are hereby expressly excluded from this Sub-Sublease: (a) the owner or operator following provisions of the BuildingPrime Lease: Sections 2.01, rather than to a tenant 3.01, 3.02, Article 7, the final two sentences of Section 9.01(A), Section 9.01(B), Article 35 and Exhibit C; and (b) the following provisions of the Building subleasing space to a subtenantSublease: Section 2, shall continue to be references to Prime Landlord Section 3, Section 6, Section 14 and not to SublandlordSection 21(b).

Prime Lease. Subtenant Except as excluded in Section 4.1 below, (a) Pittway agrees that it will do nothing into assume and perform, on or about according to the terms of the Prime Lease, all of the duties, covenants, agreements and obligations of Ultrak under the Prime Lease, as the same may be applicable to the Subleased Premises or as if Pittway were the Building which would result tenant under the Prime Lease and (b) as between Ultrak and Pittway, Ultrak shall have all of the rights and remedies reserved by and granted to Landlord in the breach by Sublandlord Prime Lease as if Ultrak was the "Landlord" thereunder, including but not limited to the provisions of its undertakings and Section 17 (Default) of the Prime Lease, which shall apply to Pittway's obligations under the Prime Lease. Except as expressly provided in this Sublease and except for the following provisions, this Sublease shall be subject to and on all of the terms and conditions as are contained in the Prime Lease and the this Sublease. 4.1. The following provisions of the Prime Lease are hereby incorporated into expressly excluded from this Sublease Sublease: o Section 1, Premises and Term; o Section 3, Minimum Rent; Security Deposit; o Section 4, Payments; o Section 6, Utility Charges; o Sections 7(a), (b), (c) and (e), Taxes; o Section 8(d); o Section 10, Repairs; o Section 13, Damage by Fire or Other Casualty; o Section 14, Condemnation; o Section 15(c), (d) and (e), Liability and Indemnification; o Section 16, Assignment and Subletting; o Section 18, Inspection by Landlord; o Section 21, Notice and Payment; o Section 22, Net Lease; o Section 26, Purchase Option; o Section 27, Tenant's Information; o Section 44, Landlord's Lien; o Section 50, Intention of Parties; Contingent Security Interest; and o Any obligations under that certain letter dated December 17, 2001 (a copy of which is attached hereto as if Sublandlord were Exhibit C), regarding the landlord thereunder subleasing of the Premises. 4.2. Subject to Ultrak's obligations under Section 10 of this Sublease, Pittway agrees that it will take good care of the Subleased Premises and Subtenant the tenant thereunder: A. The defined economic terms for “Annual Fixed Rent – Initial Term,” “Initial Term,” “Premises,” “Guarantor,” “Extension Terms,” “Annual Fixed Rent – Extension Term,” “Broker” are inapplicable; B. Sections 4.5will keep them in good condition and repair, 4.6, 4.7will commit no waste or nuisance, and 4.8 will not do, suffer, or permit to be done any injury to the same. To the extent applicable, at all times during the Term, Pittway shall cause the Subleased Premises to comply with the terms of the Master Declaration of Covenants, Restrictions, and Development Standards Applicable to Waters Ridge dated June 1, 1984 (Vol. 1423, P. 680 Deed Records, Denton County, Texas, to which the Premises (incl▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) and the Building are subject. 4.3. Pittway shall neither do nor permit anything to be done which would cause the Prime Lease to be terminated or forfeited or any claims to accrue to the benefit of Landlord by reason of any right of termination or forfeiture reserved or vested in Landlord under the Prime Lease, or any right for Landlord to claim damages under the Prime Lease. Pittway shall defend, hold harmless and indemnify Ultrak from any loss, damage or expense, including reasonable attorneys' fees, arising from the breach of the terms of the preceding sentence. 4.4. It is hereby understood and agreed that Pittway's rights to use, possess and enjoy the Subleased Premises are subject and subordinate to the terms and conditions of the Prime Lease (relating to additional rent) are applicable, as modified by and the provisions rights and remedies of Paragraphs 5 and 6 of this Sublease, but Appendix J shall be applicable to the extent its provisions impact the calculation of additional rent payable under the Prime Lease; C. Sections 4.9, 5.8, and Section 8.3 as it relates to Sublandlord are inapplicable; D. Article II of the Prime Lease (relating to Premises and Term) is inapplicable as between Subtenant and Sublandlord, except to the extent enforcement of Prime Landlord’s obligations under such Article II is required in order for Sublandlord to perform its obligations under this Sublease, and except to the extent such parking rights are incorporated into this Sublease in Section 14 below; E. Article IX of the Prime Lease (relating to Brokers) is inapplicable; F. Article III and Appendix D of the Prime Lease (relating to Landlord’s Work and Tenant Work) is inapplicable; G. Article XII of the Prime Lease (relating to Purchase Right of First Offer) is inapplicable; H. Appendix G of the Prime Lease (relating to the Notice of Lease) is inapplicable; I. Schedules 2.5, 4.9, and 5.2.1.3(2) are inapplicable; and J. Where appropriate, references to “Landlord” in the Prime Lease shall be deemed to mean “Sublandlord” hereunder and references to “Tenant” in the Prime Lease shall be deemed to mean “Subtenant” hereunder, it being understood and agreed that Sublandlord will not be acting as, or assuming any of the responsibilities of, Prime Landlord, and all references in the Prime Lease to Landlord-provided services or Landlord insurance requirements, and any other references which by their nature relate to the owner or operator of the Building, rather than to a tenant of the Building subleasing space to a subtenant, shall continue to be references to Prime Landlord and not to SublandlordUltrak thereunder.

Prime Lease. Subtenant agrees that it will do nothing in, on or about the Subleased Premises or the Building which would result in the breach by Sublandlord of its undertakings and obligations under the Prime Lease. Except as expressly provided in this Sublease and except for the following provisions, this Sublease shall be subject to and on all of the terms and conditions as are contained in the Prime Lease and the provisions of the Prime Lease are hereby incorporated into this Sublease as if Sublandlord were the landlord thereunder and Subtenant the tenant thereunder: A. The defined economic terms for “Annual Fixed Rent – - Initial Term,” “Initial Term,” “Premises,” “Guarantor,” “Extension Terms,” “Annual Fixed Rent – - Extension Term,” “Broker” are inapplicable; B. Sections 4.5, 4.6, 4.7, and 4.8 of the Prime Lease (relating to additional rent) are applicable, as modified by the provisions of Paragraphs 5 and 6 of this Sublease, but Appendix J shall be applicable to the extent its provisions impact the calculation of additional rent payable under the Prime Lease; C. Sections 4.9, 5.8, and Section 8.3 as it relates to Sublandlord are inapplicable; D. Article II of the Prime Lease (relating to Premises and Term) is inapplicable as between Subtenant and Sublandlord, except to the extent enforcement of Prime Landlord’s obligations under such Article II is required in order for Sublandlord to perform its obligations under this Sublease, and except to the extent such parking rights are incorporated into this Sublease in Section 14 below; E. Article IX of the Prime Lease (relating to Brokers) is inapplicable; F. Article III and Appendix D of the Prime Lease (relating to Landlord’s Work and Tenant Work) is inapplicable; G. Article XII of the Prime Lease (relating to Purchase Right of First Offer) is inapplicable; H. Appendix G of the Prime Lease (relating to the Notice of Lease) is inapplicable; I. Schedules 2.5, 4.9, and 5.2.1.3(252.1.3(2) are inapplicable; and J. Where appropriate, references to “Landlord” in the Prime Lease shall be deemed to mean “Sublandlord” hereunder and references to “Tenant” in the Prime Lease shall be deemed to mean “Subtenant” hereunder, it being understood and agreed that Sublandlord will not be acting as, or assuming any of the responsibilities of, Prime Landlord, and all references in the Prime Lease to Landlord-provided services or Landlord insurance requirements, and any other references which by their nature relate to the owner or operator of the Building, rather than to a tenant of the Building subleasing space to a subtenant, shall continue to be he references to Prime Landlord and not to Sublandlord.

Prime Lease. Subtenant agrees that (a) A copy of the Prime Lease, has been examined by Sublessee and Sublessee acknowledges it will do nothing in, on or about is familiar with the Subleased Premises or the Building which would result in the breach by Sublandlord of its undertakings terms thereof. This Sublease is subject and obligations under the subordinate to such Prime Lease. Except as may be inconsistent, inapplicable or inappropriate with the terms hereof or as otherwise expressly provided in this Sublease and except for herein, all the following provisionsterms, this Sublease shall be subject to and on all of the terms covenants and conditions as are contained in the Prime Lease contained shall be applicable to this Sublease, and be deemed incorporated herein, with the same force and effect (unless the context of the Prime Lease otherwise requires) as if Sublessor were the "Landlord" under the Prime Lease and Sublessee were the "Tenant" under the Prime Lease and the Leased Premises was the "Premises" and as if reference therein to "Lease" meant this Sublease. (b) Without intending to recite or limit all the provisions of the Prime Lease are hereby incorporated into (for example, the parties, rent, terms, premises and use and occupancy recited in the Prime Lease), which may be inconsistent with, or inapplicable to, this Sublease or as if Sublandlord were to which express provision is made in this Sublease, reference is hereby made to the landlord thereunder and Subtenant the tenant thereunder: A. The defined economic terms for “Annual Fixed Rent – Initial Term,” “Initial Term,” “Premises,” “Guarantor,” “Extension Terms,” “Annual Fixed Rent – Extension Term,” “Broker” are inapplicable; B. Sections 4.5, 4.6, 4.7, and 4.8 following inconsistent or inapplicable provisions of the Prime Lease: (i) The following articles of the Lease (relating to additional rent) are applicableinapplicable: Article 4, as modified by the provisions of Paragraphs 5 and 6 of this SubleaseSection 8.06, but Appendix J shall be applicable to the extent its provisions impact the calculation of additional rent payable under the Prime Lease; C. Sections 4.9Articles 22, 5.835, 39, and Section 8.3 as it relates to Sublandlord are inapplicable;Exhibit C. D. (ii) The term Landlord in Article II 8 shall include Sublessor and Landlord. (iii) Any obligations of the Prime Lease (relating to Premises Landlord in Article 9 and Term) is inapplicable as between Subtenant and SublandlordSections 11.02, except to the extent enforcement of Prime Landlord’s obligations under such Article II is required in order for Sublandlord to perform its obligations under this Sublease, and except to the extent such parking rights are incorporated into this Sublease in Section 14 below; E. Article IX of the Prime Lease (relating to Brokers) is inapplicable; F. Article III and Appendix D of the Prime Lease (relating to Landlord’s Work and Tenant Work) is inapplicable; G. Article XII of the Prime Lease (relating to Purchase Right of First Offer) is inapplicable; H. Appendix G of the Prime Lease (relating to the Notice of Lease) is inapplicable; I. Schedules 2.5, 4.9, and 5.2.1.3(2) are inapplicable; and J. Where appropriate, references to “Landlord” in the Prime Lease 12.01 shall be deemed to mean “Sublandlord” hereunder and references to “Tenant” in the Prime Lease shall be deemed to mean “Subtenant” hereunder, it being understood and agreed that Sublandlord will not be acting as, or assuming any of the responsibilities of, Prime Landlord, and all references in the Prime Lease to Landlord-provided services or Landlord insurance requirements, and any other references which by their nature relate to the owner or operator of the Building, rather than to a tenant of the Building subleasing space to a subtenant, shall continue to be references to Prime Landlord and not to Sublandlordinclude Sublessor.

Prime Lease. Subtenant agrees that it will do nothing in, on or about (a) This Sublease is subject and subordinate to the Subleased Premises or the Building which would result in the breach by Sublandlord terms and conditions of its undertakings and obligations under the Prime Lease. Except as expressly provided in this Sublease and except for the following provisions, this Sublease shall be subject to and on all The provisions of the terms and conditions as are contained in the Prime Lease and pertaining to the Subleased Premises are incorporated by this reference into this Sublease as fully as if completely restated herein, provided that some of the provisions of the Prime Lease are hereby specifically incorporated into as modified herein or subject to specific terms and conditions as stated in this Sublease as if Sublandlord were Sublease. Notwithstanding the landlord thereunder and Subtenant foregoing, the tenant thereunder: A. The defined economic terms for “Annual Fixed Rent – Initial Term,” “Initial Term,” “Premises,” “Guarantor,” “Extension Terms,” “Annual Fixed Rent – Extension Term,” “Broker” are inapplicable; B. Sections 4.5, 4.6, 4.7, and 4.8 following sections or provisions of the Prime Lease are not incorporated herein and do not form a part of this Sublease except to the extent that they are expressly identified and addressed in this Sublease: (relating to additional renti) any provisions that are applicable, as modified superseded by or in direct conflict with the provisions of Paragraphs 5 this Sublease; (ii) any right to assign the Prime Lease or sublet the Subleased Premises or to enter into any license or concession agreement or otherwise permit the occupancy or use of the Subleased Premises by any persons other than Subtenant and 6 its employees; (iii) any right to make alterations and additions to the Subleased Premises; (iv) any of the terms of the following Articles, Sections and Amendments to the Prime Lease: Summary of Basic Lease Information Sections 2.2, 3, 4, 6, 8 and 13, Section 1.2 (Verification of Rentable Square Feet of Premises and Building), Article 2 (Term), Article 3 (Base Rent), Article 4 (Additional Rent), Section 6.1 (Standard Tenant Services), Article 7 (Repairs), Section 8.5 (Landlord’s Property), Section 10.7 (Landlord’s Insurance), Article 14 (Assignment and Subletting), Section 15.2 (Removal of Tenant Property by Tenant), Article 16 (Holding Over), Article 20 (Covenant of Quiet Enjoyment), Article 21 (Security Deposit; Letter of Credit), Article 22 (Telecommunications Equipment), Article 23 (Signs), Section 29.13 (Landlord Exculpation), Section 29.33.4 (Pre-Existing Hazardous Materials), Section 29.35 (Tenant Right of First Offer to Purchase Building), Section 29.36 (Successful IPO Condition Precedent), Section 29.37 (Building B Lease), Exhibit B (Tenant Work Letter), Exhibit G (Form of Letter of Credit), and the First Amendment to Lease, the Second Amendment to Office Lease, and the Third Amendment to Office Lease; and (v) any right of cancellation or termination of the Prime Lease or obligation on the part of Tenant to rebuild arising from any provision relating to fire, casualty or condemnation (i.e., Articles 11 and 13 of the Prime Lease). (b) All of the obligations of Tenant under the Prime Lease shall, to the extent that they apply to the Subleased Premises and except as otherwise provided herein, be binding upon Subtenant. All terms used herein with initial capital letters that are not specifically defined herein shall have the same meanings attributed to those terms in the Prime Lease provided that the same are not in conflict with the terms and provisions of this Sublease. (c) For purposes of this Sublease, but Appendix J shall be applicable to the extent its provisions impact the calculation of additional rent payable under the Prime Lease; C. Sections 4.9and unless otherwise specifically stated herein, 5.8, and Section 8.3 as it relates to Sublandlord are inapplicable; D. Article II wherever in those portions of the Prime Lease incorporated herein the words: (relating to Premises and Term1) is inapplicable as between Subtenant and Sublandlord, except to the extent enforcement of Prime Landlord’s obligations under such Article II is required in order for Sublandlord to perform its obligations under this Sublease, and except to the extent such parking rights are incorporated into this Sublease in Section 14 below; E. Article IX of the Prime Lease (relating to Brokers) is inapplicable; F. Article III and Appendix D of the Prime Lease (relating to Landlord’s Work and Tenant Work) is inapplicable; G. Article XII of the Prime Lease (relating to Purchase Right of First Offer) is inapplicable; H. Appendix G of the Prime Lease (relating to the Notice of Lease) is inapplicable; I. Schedules 2.5, 4.9, and 5.2.1.3(2) are inapplicable; and J. Where appropriate, references to “Landlord” in the Prime Lease or “Lessor” are used, it shall be deemed to mean “Sublandlord” hereunder and references to Tenant; (2) “Tenant” in the Prime Lease shall be deemed to mean or “SubtenantLessee” hereunderare used, it being understood shall mean Subtenant; and agreed that Sublandlord will not be acting as(3) “Premises” or similar words are used, or assuming any of it and they shall mean the responsibilities of, Prime Landlord, and all references in the Prime Lease to Landlord-provided services or Landlord insurance requirements, and any other references which by their nature relate to the owner or operator of the Building, rather than to a tenant of the Building subleasing space to a subtenant, shall continue to be references to Prime Landlord and not to SublandlordSubleased Premises.