Common use of RIGHTS OF SUBTENANT Clause in Contracts

RIGHTS OF SUBTENANT. Subtenant shall be entitled to the benefit of all of the rights and remedies of the tenant and all of the obligations of Landlord pursuant to the Master Lease with respect to the Building and the Premises including, but not limited to, Landlord's obligations to repair and restore and provide or render work and services, if any, and Subtenant acknowledges and agrees that such obligations are and shall be the responsibility of Landlord and not those of Sublandlord. In the event Landlord shall fail or refuse to comply with any of the terms of the Master Lease affecting the Premises or the use or occupancy thereof by Subtenant or anyone claiming by, under or through Subtenant, Subtenant may notify Sublandlord, and Sublandlord, at Subtenant's request, shall take any action reasonably requested by Subtenant in accordance with the Master Lease to enforce the provisions of the Master Lease against Landlord, all at Subtenant's sole cost and expense (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease in which case Sublandlord shall cure its default). If Sublandlord shall fail to take any action reasonably requested by Subtenant to enforce the rights of Sublandlord or the obligations of Landlord or obtain a recovery against Landlord, in each instance, with respect to the Master Lease, the Premises and/or the Building, as set forth above, then, upon seven (7) days prior notice to Sublandlord, Subtenant shall have the right, in its own name (or in the name of the Sublandlord, if Subtenant cannot bring an action, proceeding or make demand in its own name due to lack of privity or otherwise, or if Subtenant shall have obtained Sublandlord's prior written approval of the use of its name, not to be unreasonably withheld or delayed, and Subtenant shall indemnify and hold Sublandlord harmless from and against any and all damages, losses, penalties, fines, costs or expenses, including, without limitation, reasonable attorneys' fees and costs, which Sublandlord may incur or be subject to as a result of any action taken by Subtenant in accordance with this paragraph, provided, however, that if Subtenant retains counsel reasonably satisfactory to Sublandlord for the prosecution of any action or proceeding or demand, Subtenant shall not have to pay Sublandlord's counsel fees to monitor such action, proceeding or demand), and at its own cost, to compel performance by Landlord pursuant to the terms of the Master Lease. Subtenant shall have no claim against Sublandlord by reason of Landlord's failure or refusal to comply with any of the terms of the Master Lease and no such failure or refusal shall be deemed a constructive eviction hereunder (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease). This Sublease shall remain in full force and effect notwithstanding Landlord's failure or refusal to comply with any of the terms of the Master Lease, and Subtenant shall pay the Rent provided in this Sublease without any abatement, deduction, set-off or counterclaim, Subtenant's sole remedy being the right to have Sublandlord enforce the provisions of the Master Lease against Landlord at Subtenant's cost as set forth above, except if and to the extent that Sublandlord shall be entitled to and actually receives an abatement for Landlord's action or inaction under the terms of the Master Lease or at law or in equity occurring during the term of this Sublease, then Subtenant shall be entitled to, and receive, a proportionate abatement in Rent under this Sublease. Subtenant shall look solely to Landlord (i) to provide any and all services and utilities required to be provided by Landlord under the Master Lease, (ii) to make any of the repairs or restorations that Landlord has agreed to make under the Master Lease, (iii) to comply with any laws or requirements of public authorities with which Landlord has agreed in the Master Lease to comply, and (iv) to take any action with respect to the operation, administration, or control of the Building or any of its public or common areas that the Landlord has agreed in the Master Lease to take; and Subtenant shall not, under any circumstances, seek to require or require Sublandlord to provide any of such services or utilities, make such repairs or restorations, comply with such laws or requirements, or take such action, nor shall Subtenant make any claim upon Sublandlord for any damages, costs or expenses which arise by reason of the negligence, whether by omission or commission, or intentional, willful or tortious acts of Landlord, unless Subtenant is not permitted to make such claim directly against Landlord (in which case any judgment obtained by Subtenant with respect to same shall be satisfied solely out of any recovery Sublandlord or Subtenant acting in the name of Sublandlord in accordance with the terms of this Sublease may obtain from Landlord with respect to same, and not out of the personal assets of Sublandlord), or unless Sublandlord fails to perform its obligations under this paragraph 6 with respect thereto. Furthermore, Sublandlord shall have no liability to Subtenant by reason of any inconvenience, annoyance, interruption or injury to business or operations arising from Landlord's making any repairs, alterations or changes which Landlord is required or permitted by the Master Lease, or required by law, to make in or to any portion of the Building and/or the Premises, or in or to the fixtures, equipment or appurtenances of the Building and/or the Premises; provided however, Subtenant shall not be prohibited from exercising its rights to enforce the provisions of the Master Lease in accordance with the terms of this Section 6.

RIGHTS OF SUBTENANT. Subtenant shall be entitled to the benefit of all of the rights and remedies of the tenant and all of the obligations of Landlord pursuant to the Master Lease with respect to the Building (other than the Leased Premises not included in the Premises) and the Premises including, including but not limited to, to Landlord's ’s obligations to repair and restore and provide or render work and services, if any, and Subtenant acknowledges and agrees that such obligations are and shall be the responsibility of Landlord and not those of Sublandlord. In the event Landlord shall fail or refuse to comply with any of the terms of the Master Lease affecting the Premises or the use or occupancy thereof by Subtenant or anyone claiming by, under or through Subtenant, Subtenant may notify Sublandlord, and Sublandlord, at Subtenant's ’s request, shall take any action reasonably requested by Subtenant in accordance with the Master Lease to enforce the provisions of the Master Lease against Landlord, all at Subtenant's sole ’s cost and expense (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease in which case Sublandlord shall cure its default). If Sublandlord shall fail to take any action reasonably requested by Subtenant to enforce the rights of Sublandlord or the obligations of Landlord or obtain a recovery against Landlord, in each instance, with respect to the Master Lease, the Premises and/or the Building, as set forth above, then, upon seven (7) days prior notice to Sublandlord, Subtenant shall have the right, in its own name (or in the name of the Sublandlord, if Subtenant cannot bring an action, proceeding or make demand in its own name due to lack of privity or otherwise, or if Subtenant shall have obtained Sublandlord's prior written approval of the use of its name, not to be unreasonably withheld or delayed, and Subtenant shall indemnify and hold Sublandlord harmless from and against any and all damages, losses, penalties, fines, costs or expenses, including, without limitation, reasonable attorneys' fees and costs, which Sublandlord may incur or be subject to as a result of any action taken by Subtenant in accordance with this paragraph, provided, however, that if Subtenant retains counsel reasonably satisfactory to Sublandlord for the prosecution of any action or proceeding or demand, Subtenant shall not have to pay Sublandlord's counsel fees to monitor such action, proceeding or demand), and at its own cost, to compel performance by Landlord pursuant to the terms of the Master Leaseexpense. Subtenant shall have no claim against Sublandlord by reason of Landlord's ’s failure or refusal to comply with any of the terms of the Master Lease and no such failure or refusal shall be deemed a constructive eviction hereunder (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease)Lease. This Sublease shall remain in full force and effect notwithstanding Landlord's ’s failure or refusal to comply with any of the terms of the Master Lease, and Subtenant shall pay the Rent provided in this Sublease without any abatement, deduction, set-off or counterclaimcounterclaim whatsoever, Subtenant's ’s sole remedy being the right to have Sublandlord enforce the provisions of the Master Lease against Landlord at Subtenant's ’s cost as set forth above, except if and to the extent that Sublandlord shall be entitled to and actually receives an abatement for Landlord's action or inaction under the terms of the Master Lease or at law or in equity occurring during the term of this Sublease, then Subtenant shall be entitled to, and receive, a proportionate abatement in Rent under this Sublease. Subtenant shall look solely to Landlord (i) to provide any and all services and utilities required to be provided by Landlord under the Master Lease, (ii) to make any of the repairs or restorations that Landlord has agreed to make under the Master Lease, (iii) to comply with any laws or requirements of public authorities with which Landlord has agreed in the Master Lease to comply, and (iv) to take any action with respect to the operation, administration, or control of the Building or any of its public or common areas that the Landlord has agreed in the Master Lease to take; and Subtenant shall not, under any circumstances, seek to require or require Sublandlord to provide any of such services or utilities, make such repairs or restorations, comply with such laws or requirements, or take such action, nor shall Subtenant make any claim upon Sublandlord for any damages, costs or expenses which arise by reason of the negligence, whether by omission or commission, or intentional, willful or tortious acts of Landlord, unless Subtenant is not permitted to make such claim directly against Landlord (in which case any judgment obtained by Subtenant with respect to same shall be satisfied solely out of any recovery Sublandlord or Subtenant acting in the name of Sublandlord in accordance with the terms of this Sublease may obtain from Landlord with respect to same, and not out of the personal assets of Sublandlord), or unless Sublandlord fails to perform its obligations under this paragraph 6 with respect thereto. Furthermore, Sublandlord shall have no liability to Subtenant by reason of any inconvenience, annoyance, interruption or injury to business or operations arising from Landlord's ’s making any repairs, alterations or changes which Landlord is required or permitted by the Master Lease, or required by law, to make in or to any portion of the Building and/or the Premises, or in or to the fixtures, equipment or appurtenances of the Building and/or the Premises; provided however, Subtenant shall not be prohibited from exercising its rights to enforce the provisions of the Master Lease in accordance with the terms of this Section 6.

RIGHTS OF SUBTENANT. Subtenant shall be entitled to the benefit of all of the rights and remedies of the tenant and all of the obligations of Landlord pursuant to the Master Lease with respect to the Building (other than the Leased Premises not included in the Premises) and the Premises including, but not limited to, Landlord's obligations to repair and restore and provide or render work and services, if any, and Subtenant acknowledges and agrees that such obligations are and shall be the responsibility of Landlord and not those of Sublandlord. In the event Landlord shall fail or refuse to comply with any of the terms of the Master Lease affecting the Premises or the use or occupancy thereof by Subtenant or anyone claiming by, under or through Subtenant, Subtenant may notify Sublandlord, and Sublandlord, at Subtenant's request, shall take any action reasonably requested by Subtenant in accordance with the Master Lease to enforce the provisions of the Master Lease against Landlord, all at Subtenant's sole cost and expense (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease in which case Sublandlord shall cure its defaultSublease). If Sublandlord shall fail to take any action reasonably requested by Subtenant to enforce the rights of Sublandlord or the obligations of Landlord or obtain a recovery against Landlord, in each instance, with respect to the Master Lease, the Premises and/or the BuildingPremises, as set forth above, then, upon seven (7) days prior notice to Sublandlord, Subtenant shall have the right, in its own name (or and in the name of the Sublandlord, if Subtenant cannot bring an action, proceeding or make demand in its own name due to lack of privity or otherwise, or if Subtenant shall have obtained Sublandlord's prior written approval of the use of its name, not to be unreasonably withheld or delayed, and Subtenant shall indemnify and hold Sublandlord harmless from and against any and all damages, losses, penalties, fines, costs or expenses, including, without limitation, reasonable attorneys' fees and costs, which Sublandlord may incur or be subject to as a result of any action taken by Subtenant in accordance with this paragraph, provided, however, that if Subtenant retains counsel reasonably satisfactory to Sublandlord for the prosecution of any action or proceeding or demand, Subtenant shall not have to pay Sublandlord's counsel fees to monitor such action, proceeding or demand), and at its own cost, to compel performance by Landlord pursuant to the terms of the Master Lease. Subtenant shall have no claim against Sublandlord by reason of Landlord's failure or refusal to comply with any of the terms of the Master Lease and no such failure or refusal shall be deemed a constructive eviction hereunder (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease). This Sublease shall remain in full force and effect notwithstanding Landlord's failure or refusal to comply with any of the terms of the Master Lease, and Subtenant shall pay the Rent provided in this Sublease without any abatement, deduction, set-off or counterclaim, Subtenant's sole remedy being the right to have Sublandlord enforce the provisions of the Master Lease against Landlord at Subtenant's cost as set forth above, except if and to the extent that Sublandlord shall be entitled to and actually receives an abatement for Landlord's action or inaction under the terms of the Master Lease or at law or in equity occurring during the term of this Sublease, then Subtenant shall be entitled to, and receive, a proportionate abatement in Rent under this Sublease. Subtenant shall look solely to Landlord (i) to provide any and all services and utilities required to be provided by Landlord under the Master Lease, (ii) to make any of the repairs or restorations that Landlord has agreed to make under the Master Lease, (iii) to comply with any laws or requirements of public authorities with which Landlord has agreed in the Master Lease to comply, and (iv) to take any action with respect to the operation, administration, or control of the Building or any of its public or common areas that the Landlord has agreed in the Master Lease to take; and Subtenant shall not, under any circumstances, seek to require or require Sublandlord to provide any of such services or utilities, make such repairs or restorations, comply with such laws or requirements, or take such action, nor shall Subtenant make any claim upon Sublandlord for any damages, costs or expenses which arise by reason of the negligence, whether by omission or commission, or intentional, willful or tortious acts of Landlord, unless Subtenant is not permitted to make such claim directly against Landlord (in which case any judgment obtained by Subtenant with respect to same shall be satisfied solely out of any recovery Sublandlord or Subtenant acting in the name of Sublandlord in accordance with the terms of this Sublease may obtain from Landlord with respect to same, and not out of the personal assets of Sublandlord), or unless Sublandlord fails to perform its obligations under this paragraph 6 with respect thereto. Furthermore, Sublandlord shall have no liability to Subtenant by reason of any inconvenience, annoyance, interruption or injury to business or operations arising from Landlord's making any repairs, alterations or changes which Landlord is required or permitted by the Master Lease, or required by law, to make in or to any portion of the Building and/or the Premises, or in or to the fixtures, equipment or appurtenances of the Building and/or the Premises; provided however, Subtenant shall not be prohibited from exercising its rights to enforce the provisions of the Master Lease in accordance with the terms of this Section 6.

RIGHTS OF SUBTENANT. Subtenant shall be entitled to the benefit of all of the rights and remedies of the tenant and all of the obligations of Landlord pursuant to the Master Lease with respect to the Building and the Premises including, including but not limited to, to Landlord's obligations to repair and restore and provide or render work and services, if any, and Subtenant acknowledges and agrees that such obligations are and shall be the responsibility of Landlord and not those of Sublandlord. In the event Landlord shall fail or refuse to comply with any of the terms of the Master Lease affecting the Premises or the use or occupancy thereof by Subtenant or anyone claiming by, under or through Subtenant, Subtenant may notify Sublandlord, and Sublandlord, at Subtenant's request, or if Landlord shall take fail to issue any action reasonably requested by Subtenant in accordance with consent pursuant to the Master Lease which Subtenant reasonably believes Landlord is required to enforce the provisions of the Master Lease against Landlord, all at Subtenant's sole cost and expense (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default issue under the Master Lease with respect to an obligation not assumed by Subtenant under this Sublease in which case Sublandlord shall cure its default). If Sublandlord shall fail to take any action reasonably requested by Subtenant to enforce the rights of Sublandlord or the obligations of Landlord or obtain a recovery against Landlord, in each instance, with respect to the Master Lease, the Premises and/or the Building, as set forth above, then, upon seven (7) days prior notice to Sublandlord, Subtenant shall have the right, in its own name (or and in the name of the Sublandlord, if Subtenant cannot bring an action, proceeding or make demand in its own name due to lack of privity or otherwise, or if Subtenant shall have obtained notified Sublandlord in writing that it intends to use Sublandlord's prior written approval of name and the use of its name, not purpose therefor and such notice shall reaffirm Subtenant's obligation to be unreasonably withheld or delayed, indemnify and hold Sublandlord harmless as set forth in this paragraph with respect to any such action taken by Sublandlord. Subtenant shall indemnify and hold Sublandlord harmless from and against any and all damages, losses, penalties, fines, costs or expenses, including, without limitation, reasonable attorneys' fees and costs, which Sublandlord may incur or be subject to as a result of any action taken by Subtenant in accordance with this paragraph, provided, however, that if Subtenant retains counsel reasonably satisfactory to Sublandlord for the prosecution of any action or proceeding or demand, Subtenant shall not have to pay Sublandlord's counsel fees to monitor such action, proceeding or demand), and at its own cost, to compel performance by Landlord pursuant to the terms of the Master Lease. , or to compel Landlord to issue such consent, and, provided Subtenant shall have no claim against indemnifies and holds Sublandlord by reason of Landlord's failure harmless from any liability, loss, cost or refusal to comply with any of the terms of the Master Lease expense (including, without limitation, reasonable attorneys' fees and no such failure or refusal shall be deemed a constructive eviction hereunder (unless the Landlord's failure or refusal to comply is as a result of Sublandlord's default under the Master Lease with respect to an obligation not assumed by Subtenant under this Subleasecosts). This Sublease shall remain in full force and effect notwithstanding Landlord's failure or refusal to comply with any of the terms of the Master Lease, and Subtenant shall pay the Rent provided in this Sublease without any abatementSublandlord shall, deduction, set-off or counterclaim, Subtenant's sole remedy being the right to have Sublandlord enforce the provisions of the Master Lease against Landlord at Subtenant's cost as set forth aboverequest and expense, except if and to the extent that Sublandlord shall be entitled to and actually receives an abatement for Landlord's action or inaction under the terms of the Master Lease or at law or in equity occurring during the term of this Sublease, then Subtenant shall be entitled to, and receive, a proportionate abatement in Rent under this Sublease. Subtenant shall look solely to Landlord (i) to provide any and all services and utilities required to be provided by Landlord under the Master Lease, (ii) to make any of the repairs or restorations that Landlord has agreed to make under the Master Lease, (iii) to comply with any laws or requirements of public authorities with which Landlord has agreed in the Master Lease to comply, and (iv) to take any action with respect to the operation, administration, or control of the Building or any of its public or common areas that the Landlord has agreed in the Master Lease to take; and Subtenant shall not, under any circumstances, seek to require or require Sublandlord to provide any of such services or utilities, make such repairs or restorations, comply with such laws or requirements, or take such action, nor shall Subtenant make any claim upon Sublandlord for any damages, costs or expenses which arise by reason of the negligence, whether by omission or commission, or intentional, willful or tortious acts of Landlord, unless Subtenant is not permitted to make such claim directly against Landlord (in which case any judgment obtained by Subtenant with respect to same shall be satisfied solely out of any recovery Sublandlord or Subtenant acting in the name of Sublandlord in accordance with the terms of this Sublease may obtain from Landlord with respect to same, and not out of the personal assets of Sublandlord), or unless Sublandlord fails to perform its obligations under this paragraph 6 with respect thereto. Furthermore, Sublandlord shall have no liability to Subtenant by reason of any inconvenience, annoyance, interruption or injury to business or operations arising from Landlord's making any repairs, alterations or changes which Landlord is required or permitted by the Master Lease, or required by law, to make in or to any portion of the Building and/or the Premises, or in or to the fixtures, equipment or appurtenances of the Building and/or the Premises; provided however, Subtenant shall not be prohibited from exercising its rights to enforce the provisions of the Master Lease in accordance with the terms of this Section 6.make