Common use of Sublandlord Obligations Clause in Contracts

Sublandlord Obligations. Except for portions of the Project that Landlord is required to maintain, repair and replace under the Master Lease, Sublandlord shall perform all repairs and maintenance required to keep the Common Areas in a reasonably good and clean condition, in working order and in compliance with the Incentive Agreements (including, but not limited to, any HVAC systems and utility lines that do not exclusively serve the Subleased Premises or the Sublandlord’s Retained Space, parking lot lights, parking areas, access drives, sidewalks, exterior utility lines and facilities, sewer treatment facilities, back-up generators, water towers, landscaping, storm water drainage, detention and/or retention facilities, and signage), excluding ordinary wear and tear, damage caused by fire, casualty or any Taking, and utility lines and facilities to be maintained by any utility company. In addition, Sublandlord shall perform all maintenance and repairs to the roof of the Building that are Sublandlord’s responsibility under the Master Lease. The gas heating units located in the warehouse space forming a part of the Subleased Premises and the Sublandlord’s Retained Space are part of the Project Common Areas and shall be controlled by and maintained, repaired and replaced by Sublandlord. The cost of all repairs, maintenance and replacements performed by Sublandlord pursuant to this section may be included by Sublandlord in Shared Building Area Costs and Project Operating Costs, as applicable. If any repairs, maintenance or replacements are required to the Project as a result of damage caused by Subtenant or its Affiliates, agents, employees, contractors or representatives, excluding ordinary wear and tear and damage that is subject to the waiver set forth in Section 10(d), then Subtenant shall reimburse Sublandlord or Landlord, as applicable, for the third party actual, verifiable and reasonable cost of such repairs, maintenance or replacements, within sixty (60) days of Subtenant’s receipt of a written demand for the same, accompanied by reliable evidence of the costs for which reimbursement is sought.

Sublandlord Obligations. Except for portions (a) Subtenant acknowledges and agrees that, except as expressly provided hereunder, Sublandlord shall have no obligation to provide any services to the Subleased Premises, to fund the Base TI Allowance provided under the Work Letter independent of Landlord’s obligation to provide same to Sublandlord under the terms of the Project Lease, or to perform the terms, covenants, conditions or obligations of Landlord, as the owner of the Project, contained in the Lease including the preparation of Annual Estimates and Annual Statements of Operating Expenses pursuant to Section 5 (Operating Expense Payments), Section 11 (Utilities and Services; Emergency Generator; Service Interruptions), Section 13 Landlord’s Repairs, Section 17(a) Landlord’s Insurance, Section 18 (Restoration) and Section 19 (Eminent Domain). Subtenant agrees to look solely to Landlord, as the owner of the Project, for the furnishing of such services, for providing the Base TI Allowance, and for the performance of such Landlord terms, covenants, conditions or obligations. In the event that Landlord is required shall fail to maintainfurnish such services, repair or to provide the Base TI Allowance, or to perform any of the terms, covenants, conditions or obligations contained in the Lease on its part to be performed, Sublandlord shall be under no obligation or liability whatsoever to Subtenant for such failure. (b) Subtenant shall notify Sublandlord of any Material Services Failure with respect to the Subleased Premises, and replace Subtenant shall have the same rights as Sublandlord with respect to equitable abatement of Base Rent and Subtenant’s Share of Additional Rent proportionately allocable to the Subleased Premises as provided in Section 11 of the Lease. (c) Notwithstanding anything to the contrary herein, nothing in Section 15(a) above shall derogate from Sublandlord’s responsibility to notify Landlord and seek Landlord’s performance or rectification resulting from any Subtenant’s notice regarding a Landlord default or from Sublandlord’s obligation to cooperate with Subtenant under the Master terms and conditions set forth herein. Upon written notice from Subtenant to Sublandlord of Landlord’s failure to perform its obligations under the Lease, Sublandlord shall perform all repairs notify Landlord to that effect and maintenance required demand Landlord’s performance or rectification of such breach. Sublandlord shall, at Subtenant’s sole cost and expense (subject to keep reimbursement and/or recoupment and the Common Areas same rights of offset as forth in a Section 31(b) of the Lease), use such best efforts as Subtenant may reasonably good and clean conditionrequest to cause Landlord to comply with its obligations under the Lease, in working order and in compliance with the Incentive Agreements (including, but not limited towithout limitation, any HVAC systems and utility lines that do not exclusively serve the Subleased Premises or the exercising Sublandlord’s Retained Space, parking lot lights, parking areas, access drives, sidewalks, exterior utility lines and facilities, sewer treatment facilities, backrights of self-up generators, water towers, landscaping, storm water drainage, detention and/or retention facilities, and signage), excluding ordinary wear and tear, damage caused by fire, casualty or any Taking, and utility lines and facilities to be maintained by any utility companyhelp under Section 31(b) of the Lease. In addition, Sublandlord shall perform upon any failure of Landlord to fund all maintenance and repairs to the roof of the Building that are Sublandlord’s responsibility under the Master Lease. The gas heating units located in the warehouse space forming a part of the Subleased Premises and the Sublandlord’s Retained Space are part of the Project Common Areas and shall be controlled by and maintained, repaired and replaced by Sublandlord. The cost of all repairs, maintenance and replacements performed by Sublandlord pursuant to this section may be included by Sublandlord in Shared Building Area Costs and Project Operating Costs, as applicable. If or any repairs, maintenance or replacements are required to the Project as a result of damage caused by Subtenant or its Affiliates, agents, employees, contractors or representatives, excluding ordinary wear and tear and damage that is subject to the waiver set forth in Section 10(d), then Subtenant shall reimburse Sublandlord or Landlord, as applicable, for the third party actual, verifiable and reasonable cost of such repairs, maintenance or replacements, within sixty (60) days portion of Subtenant’s receipt Base TI Allowance under and in accordance with this Sublease, Subtenant shall be entitled to the same rights of a written demand for the same, accompanied by reliable evidence of the costs for which reimbursement is sought.offset as provided under Section 31(c)