Common use of SUBLANDLORD REMEDIES Clause in Contracts

SUBLANDLORD REMEDIES. A. After the occurrence of a Default, Sublandlord may, at its option, give Subtenant a notice of election to end the Term upon a date specified in such notice, which date shall not be less than five (5) days after the date such notice is given to Subtenant, and upon the date specified in such notice, this Sublease and the Term shall cease and any and all other right, title and interest of Subtenant hereunder shall likewise cease without further notice or lapse of time, as fully and with like effect as if the entire Term had elapsed, but Subtenant shall continue to be liable to Sublandlord as hereinafter provided. B. Upon any termination of this Sublease pursuant to Section 15.02(A) or at any time thereafter, Sublandlord may, in addition to and without prejudice to any other rights and remedies Sublandlord shall have at law or in equity, re-enter the Demised Premises and recover possession thereof and dispossess any or all occupants of the Demised Premises in the manner prescribed by the statute relating to summary proceedings, or similar statutes; but Subtenant in such case shall remain liable to Sublandlord as hereinafter provided. C. Upon any termination of this Sublease pursuant to Section 15.02(A), (i) the Rent shall become due thereupon and be paid up to the time of such reentry, expiration and/or dispossession; and (ii) Subtenant or the legal representatives of Subtenant shall also pay Sublandlord as damages for the failure of Subtenant to observe and perform Subtenant's covenants herein contained, any deficiency between the Rent hereby reserved and/or covenanted to be paid and the net amount, if any, of the rents collected on account of any sublease or subleases of the Demised Premises entered into by Sublandlord for each month of the period which would otherwise have constituted the balance of the Term. When determining the balance of the Term for the purposes of this Section 15.02(c), it will be assumed that Subtenant would, on the date the Sublease is terminated by Sublandlord, have exercised its election to terminate or not renew the Sublease pursuant to Article III. Any such damages shall be paid in monthly installments by Subtenant on the first day of each month, and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the fight of Sublandlord to collect the deficiency for any subsequent month by a similar proceeding. D. In the event of the occurrence of a Default, or a threatened breach by Subtenant of any of the agreements, terms, covenants or conditions of this Sublease on Subtenant's part to be performed, Sublandlord shall have the right to enjoin such Default or threatened breach by Subtenant. E. If Subtenant shall fail to perform or observe any term or condition in this Sublease, and shall not cure such failure within ten (10) business days after Sublandlord notifies Subtenant of such failure or shall have not commenced a cure during such time period and be diligently prosecuting such cure to completion, Sublandlord may, but shall not be obligated to, cure such failure by Subtenant under this Sublease. Whenever Sublandlord so elects to cure, all costs and expenses incurred by Sublandlord, including reasonable attorneys' fees, shall be considered Rent hereunder and shall be paid by Subtenant to Sublandlord within five (5) days of demand, together with interest at the Interest Rate. F. No acceptance by Sublandlord of a lesser sum than the Rent, or any charge then due shall be deemed to be other than on account of the earliest installment of such Rent or charge due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent or other charge be deemed as an accord and satisfaction, and Sublandlord may accept such check or payment without prejudice to Sublandlord's right to recover the balance of such installment or pursue any other remedy in this Sublease provided. G. Any failure of Sublandlord to complain of any act or omission on the part of Subtenant, no matter how long the same may continue, shall not be deemed to be a waiver by Sublandlord of any of its rights hereunder. No waiver by Sublandlord at any time, express or implied, of any breach of any provision of this Sublease shall be deemed a waiver of a breach of any other provision of this Sublease or a consent to any subsequent breach of the same or any other provision. No covenant term or condition of this Sublease shall be deemed to have been waived by Sublandlord, unless such waiver is acknowledged in writing by Sublandlord. H. Each right and remedy provided for in this Sublease shall be cumulative and shall be in addition to every other right or remedy provided for in this Sublease or now or hereafter existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by Sublandlord of any one or more of the rights or remedies provided for in this Sublease, or now or hereafter existing in law or in equity, shall not preclude the simultaneous or later exercise by Sublandlord of any or all other available rights or remedies Sublandlord may elect. In no event shall either party be liable to the other for consequential or incidental damages. In the event of any default of Subtenant hereunder, Sublandlord shall act reasonably to mitigate its damages. I. In the event Subtenant shall default more than two times by failing to pay Rent when due, the five percent (5%) late fee referenced in Section 4.06 shall be increased to ten percent (10%) to compensate Sublandlord for additional administrative costs related to multiple breaches of this Sublease by Subtenant. J. If a judicial remedy is necessary to enforce or interpret any provision of the Sublease, the prevailing party shall be entitled to reasonable attorneys' fees, costs and other expenses, in addition to any other relief to which is available under the terms of this Sublease.

SUBLANDLORD REMEDIES. A. After Upon the occurrence of a Default, Sublandlord may, at its option, give default by Subtenant a notice of election to end the Term upon a date specified in such notice, which date shall not be less than five (5) days after the date such notice is given to Subtenantunder this Sublease, and upon in addition to all of the date specified rights and remedies available to Sublandlord pursuant to law, in equity or otherwise: (1) Sublandlord shall have the same rights and remedies with respect to such notice, default by Subtenant as Prime Landlord has with respect to a breach or default (an “Event of Default” under the Prime Lease) of the Prime Lease by Sublandlord; (2) Sublandlord shall have the right to terminate this Sublease and to re-enter and repossess the Term shall cease and any and all other right, title and interest of Subtenant hereunder shall likewise cease without further notice or lapse of time, as fully and with like effect as if the entire Term had elapsed, but Subtenant shall continue to be liable to Sublandlord as hereinafter provided. B. Upon any termination of this Sublease pursuant to Section 15.02(A) or at any time thereafter, Sublandlord may, in addition to and Premises without prejudice to any other rights and remedies Sublandlord shall have at law or in equityfor damages, re-enter the Demised Premises and recover possession thereof and dispossess any or all occupants including, without limitation, recovery of the Demised Premises in the manner prescribed by the statute relating to summary proceedings, or similar statutes; but Subtenant in such case shall remain liable to Sublandlord as hereinafter provided. C. Upon any termination of this Sublease pursuant to Section 15.02(A), (i) the Rent shall become due thereupon and be paid up to the time of such reentry, expiration and/or dispossessionaccrued unpaid Rent; and (ii3) Sublandlord may terminate Subtenant’s right to possession of the Sublease Premises without terminating this Sublease or releasing Subtenant or from any of its obligations hereunder, including, without limitation, the legal representatives of Subtenant shall also obligation to pay Sublandlord as damages for Rent, whereupon the failure right of Subtenant to observe and perform Subtenant's covenants herein contained, any deficiency between the Rent hereby reserved and/or covenanted to be paid and the net amount, if any, possession of the rents collected on account of any sublease or subleases of the Demised Sublease Premises entered into by Sublandlord for each month of the period which would otherwise have constituted the balance of the Termshall cease. When determining the balance of the Term for the purposes of this Section 15.02(c), it will be assumed that Subtenant would, on the date the Sublease is terminated by Sublandlord, have exercised its election to terminate or not renew the Sublease pursuant to Article III. Any such damages shall be paid in monthly installments by Subtenant on the first day of each month, and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the fight of Sublandlord to collect the deficiency for any subsequent month by a similar proceeding. D. In the event of the occurrence of a Default, or a threatened breach by Subtenant of any of the agreements, terms, covenants or conditions of this Sublease on Sublandlord terminates Subtenant's part ’s right to be performedpossession pursuant to subsection (3), Sublandlord shall have the right to enjoin such Default later terminate the Sublease and / or threatened breach relet the Sublease Premises, and, at Subtenant’s cost and expense, change the locks and other entry devices of the Sublease Premises, make repairs, alterations and additions in or to the Sublease Premises, and redecorate the same to the extent deemed necessary by Subtenant. E. If Sublandlord. Subtenant shall fail pay such costs and expenses on demand, including without limitation brokerage and attorney’s fees incurred by Sublandlord. The rights and remedies afforded to perform or observe any term or condition in Sublandlord pursuant to the Prime Lease and this Sublease, and shall not cure such failure within ten (10) business days after Sublandlord notifies Subtenant of such failure at law or shall have not commenced a cure during such time period and be diligently prosecuting such cure to completionin equity or otherwise, Sublandlord may, but shall not be obligated to, cure such failure by Subtenant under this Sublease. Whenever Sublandlord so elects to cure, all costs and expenses incurred by Sublandlord, including reasonable attorneys' fees, shall be considered Rent hereunder and shall be paid by Subtenant to Sublandlord within five (5) days of demand, together with interest at the Interest Rate. F. No acceptance by Sublandlord of a lesser sum than the Rent, or any charge then due shall be deemed to be other than on account of the earliest installment of such Rent or charge due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent or other charge be deemed as an accord and satisfactionare cumulative, and may be pursued successively or concurrently as Sublandlord may accept such check or payment without prejudice to Sublandlord's right to recover elect. Further, the balance of such installment or pursue any other remedy in this Sublease provided. G. Any failure of Sublandlord to complain of any act or omission on insist upon the part of Subtenant, no matter how long the same may continue, shall not be deemed to be a waiver by Sublandlord of any of its rights hereunder. No waiver by Sublandlord at any time, express or implied, of any breach strict performance of any provision of this Sublease shall be deemed a waiver of a breach of or the Prime Lease, or to exercise any other provision of this Sublease or a consent to any subsequent breach of the same or any other provision. No covenant term or condition of this Sublease shall be deemed to have been waived by Sublandlord, unless such waiver is acknowledged in writing by Sublandlord. H. Each right and remedy provided for in this Sublease shall be cumulative and shall be in addition to every other right or remedy provided for in this Sublease hereunder or now or hereafter existing available at law or in equity or by statute or otherwise, and the exercise shall under no circumstances be construed as a waiver or beginning of the exercise by Sublandlord relinquishment of any one provision, right or more of the rights or remedies provided for in this Sublease, or now or hereafter existing in law or in equity, shall not preclude the simultaneous or later exercise by Sublandlord of any or all other available rights or remedies Sublandlord may elect. In no event shall either party be liable to the other for consequential or incidental damages. In the event of any default of Subtenant hereunder, Sublandlord shall act reasonably to mitigate its damagesremedy. I. In the event Subtenant shall default more than two times by failing to pay Rent when due, the five percent (5%) late fee referenced in Section 4.06 shall be increased to ten percent (10%) to compensate Sublandlord for additional administrative costs related to multiple breaches of this Sublease by Subtenant. J. If a judicial remedy is necessary to enforce or interpret any provision of the Sublease, the prevailing party shall be entitled to reasonable attorneys' fees, costs and other expenses, in addition to any other relief to which is available under the terms of this Sublease.

SUBLANDLORD REMEDIES. A. After the occurrence Upon an Event of a Default, Sublandlord may, at its option, give Subtenant a notice of election to end shall have the Term upon a date specified in such notice, which date shall not be less than five (5) days after the date such notice is given to Subtenant, and upon the date specified in such notice, this Sublease and the Term shall cease and any and all other right, title and interest of Subtenant hereunder shall likewise cease without further notice or lapse of time, as fully and with like effect as if the entire Term had elapsed, but Subtenant shall continue to be liable to Sublandlord as hereinafter provided. B. Upon any termination of this Sublease pursuant to Section 15.02(A) or at any time thereafter, Sublandlord mayfollowing remedies, in addition to and without prejudice to any all other rights and remedies Sublandlord shall have at provided by law or otherwise provided in equitythis Sublease, re-enter the Demised Premises and recover possession thereof and dispossess any to which Sublandlord may resort cumulatively or all occupants of the Demised Premises in the manner prescribed by the statute relating to summary proceedings, or similar statutes; but Subtenant in such case shall remain liable to alternative: A. Sublandlord as hereinafter provided. C. Upon any termination of may continue this Sublease pursuant to Section 15.02(A), (i) the Rent shall become due thereupon in full force and be paid up to the time of such reentry, expiration and/or dispossession; and (ii) Subtenant or the legal representatives of Subtenant shall also pay Sublandlord as damages for the failure of Subtenant to observe and perform Subtenant's covenants herein contained, any deficiency between the Rent hereby reserved and/or covenanted to be paid and the net amount, if any, of the rents collected on account of any sublease or subleases of the Demised Premises entered into by Sublandlord for each month of the period which would otherwise have constituted the balance of the Term. When determining the balance of the Term for the purposes of this Section 15.02(c), it will be assumed that Subtenant would, on the date the Sublease is terminated by Sublandlord, have exercised its election to terminate or not renew the Sublease pursuant to Article III. Any such damages shall be paid in monthly installments by Subtenant on the first day of each montheffect, and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the fight of Sublandlord to collect the deficiency for any subsequent month by a similar proceeding. D. In the event of the occurrence of a Default, or a threatened breach by Subtenant of any of the agreements, terms, covenants or conditions of this Sublease on Subtenant's part to be performedshall continue in full force and effect as long as Sublandlord does not terminate this Sublease, and Sublandlord shall have the right to enjoin collect Rent when due. B. Sublandlord may enter the Premises or any part thereof and release them or any part thereof to third parties for Subtenant's account for any period, whether shorter or longer than the remaining Term. Subtenant shall be liable immediately to Sublandlord for all costs Sublandlord incurs in reletting the Premises or any part thereof, including, without limitation, broker's commissions, expenses of cleaning and redecorating the Premises required by the reletting and like costs. Subtenant shall pay to Sublandlord the Rent and other sums due under this Sublease on the date the Rent is due, less the rent and other sums received by Sublandlord from any releasing. No act by Sublandlord other than giving written notice to Subtenant shall terminate this Sublease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver on Sublandlord's initiative to protect Sublandlord's interest under this Sublease shall not constitute a termination of Subtenant's right to possession. C. Sublandlord may terminate this Sublease by giving Subtenant written notice of termination, in which event this Sublease shall terminate on the date for termination set forth in such Default notice. Subtenant shall immediately vacate the Premises and deliver possession to Sublandlord, and Sublandlord may repossess the Premises and may, at Subtenant's sole cost, remove any of Subtenant's signs and any of its other property, without relinquishing its right to receive Rent or threatened breach any other right against Subtenant. On termination, Sublandlord has the right to recover from Subtenant as damages: (1) The worth at the time of award of unpaid Rent and other sums due and payable which had been earned at the time of termination; plus (2) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable which after termination until the time of award exceeds the amount of such Rent loss that Subtenant proves could have been reasonably avoided; plus (3) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable for the balance of the Term after the time of award exceeds the amount of such Rent loss that Subtenant proves could be reasonably avoided; plus (4) Any other amount necessary to compensate Sublandlord for all the detriment proximately caused by Subtenant. E. If Subtenant shall fail 's failure to perform or observe any term or condition in Subtenant's obligations under this Sublease, and shall not cure such failure within ten (10) business days after Sublandlord notifies Subtenant or which, in the ordinary course of such failure things, would be likely to result therefrom, including, without limitation, any costs or shall have not commenced a cure during such time period and be diligently prosecuting such cure to completion, Sublandlord may, but shall not be obligated to, cure such failure by Subtenant under this Sublease. Whenever Sublandlord so elects to cure, all costs and expenses incurred by Sublandlord: (i) in retaking possession of the Premises; (ii) in maintaining, repairing, preserving, restoring, replacing, cleaning, altering or rehabilitating the Premises or any portion thereof, including reasonable attorneys' fees, shall be considered Rent hereunder and shall be paid by Subtenant such acts for reletting to Sublandlord within five a new tenant or tenants; (iii) for leasing commissions; or (iv) for any other costs necessary or appropriate to relet the Premises; plus (5) days At Sublandlord's election, such other amounts in addition to or in lieu of demand, together with the foregoing as may be permitted from time to time by the laws of the State of California. The "worth at the time of award" of the amounts referred to in Sections 14C(1) and 14C(2) is computed by allowing interest at the Interest Rate. F. No acceptance maximum rate permitted by Sublandlord law on the unpaid rent and other sums due and payable from the termination date through the date of a lesser sum than award. The "worth at the Renttime of award" of the amount referred to in Section 14C(3) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). Subtenant waives redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any charge then due shall be deemed to be other than on account present or future law, in the event Subtenant is evicted or Landlord takes possession of the earliest installment of such Rent or charge due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent or other charge be deemed as an accord and satisfaction, and Sublandlord may accept such check or payment without prejudice to Sublandlord's right to recover the balance of such installment or pursue any other remedy in this Sublease provided. G. Any failure of Sublandlord to complain of any act or omission on the part of Subtenant, no matter how long the same may continue, shall not be deemed to be a waiver Premises by Sublandlord of any of its rights hereunder. No waiver by Sublandlord at any time, express or implied, of any breach of any provision of this Sublease shall be deemed a waiver of a breach of any other provision of this Sublease or a consent to any subsequent breach of the same or any other provision. No covenant term or condition of this Sublease shall be deemed to have been waived by Sublandlord, unless such waiver is acknowledged in writing by Sublandlord. H. Each right and remedy provided for in this Sublease shall be cumulative and shall be in addition to every other right or remedy provided for in this Sublease or now or hereafter existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by Sublandlord of any one or more of the rights or remedies provided for in this Sublease, or now or hereafter existing in law or in equity, shall not preclude the simultaneous or later exercise by Sublandlord of any or all other available rights or remedies Sublandlord may elect. In no event shall either party be liable to the other for consequential or incidental damages. In the event reason of any default of Subtenant hereunder, Sublandlord shall act reasonably to mitigate its damages. I. In the event Subtenant shall default more than two times by failing to pay Rent when due, the five percent (5%) late fee referenced in Section 4.06 shall be increased to ten percent (10%) to compensate Sublandlord for additional administrative costs related to multiple breaches of this Sublease by Subtenant. J. If a judicial remedy is necessary to enforce or interpret any provision of the Sublease, the prevailing party shall be entitled to reasonable attorneys' fees, costs and other expenses, in addition to any other relief to which is available under the terms of this Sublease.

SUBLANDLORD REMEDIES. A. After the occurrence of Upon a Defaultdefault, Sublandlord may, at its option, give Subtenant a notice of election to end shall have the Term upon a date specified in such notice, which date shall not be less than five (5) days after the date such notice is given to Subtenant, and upon the date specified in such notice, this Sublease and the Term shall cease and any and all other right, title and interest of Subtenant hereunder shall likewise cease without further notice or lapse of time, as fully and with like effect as if the entire Term had elapsed, but Subtenant shall continue to be liable to Sublandlord as hereinafter provided. B. Upon any termination of this Sublease pursuant to Section 15.02(A) or at any time thereafter, Sublandlord mayfollowing remedies, in addition to and without prejudice to any all other rights and remedies Sublandlord shall have at provided by law or otherwise provided in equitythis Sublease, re-enter the Demised Premises and recover possession thereof and dispossess any to which Sublandlord may resort cumulatively or all occupants of the Demised Premises in the manner prescribed by the statute relating to summary proceedings, or similar statutes; but Subtenant in such case shall remain liable to alternative: A. Sublandlord as hereinafter provided. C. Upon any termination of may continue this Sublease pursuant to Section 15.02(A), (i) the Rent shall become due thereupon in full force and be paid up to the time of such reentry, expiration and/or dispossession; and (ii) Subtenant or the legal representatives of Subtenant shall also pay Sublandlord as damages for the failure of Subtenant to observe and perform Subtenant's covenants herein contained, any deficiency between the Rent hereby reserved and/or covenanted to be paid and the net amount, if any, of the rents collected on account of any sublease or subleases of the Demised Premises entered into by Sublandlord for each month of the period which would otherwise have constituted the balance of the Term. When determining the balance of the Term for the purposes of this Section 15.02(c), it will be assumed that Subtenant would, on the date the Sublease is terminated by Sublandlord, have exercised its election to terminate or not renew the Sublease pursuant to Article III. Any such damages shall be paid in monthly installments by Subtenant on the first day of each montheffect, and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the fight of Sublandlord to collect the deficiency for any subsequent month by a similar proceeding. D. In the event of the occurrence of a Default, or a threatened breach by Subtenant of any of the agreements, terms, covenants or conditions of this Sublease on Subtenant's part to be performedshall continue in full force and effect as long as Sublandlord does not terminate this Sublease, and Sublandlord shall have the right to enjoin collect Rent when due. B. Sublandlord may enter the Premises or any part thereof and release them or any part thereof to third parties for Subtenant’s account for any period, whether shorter or longer than the remaining Term. Subtenant shall be liable immediately to Sublandlord for all costs Sublandlord incurs in reletting the Premises or any part thereof, including, without limitation, broker’s commissions, expenses of cleaning and redecorating the Premises required by the reletting and like costs. Subtenant shall pay to Sublandlord the Rent and other sums due under this Sublease on the date the Rent is due, less the rent and other sums received by Sublandlord from any releasing. No act by Sublandlord other than giving written notice to Subtenant shall terminate this Sublease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver on Sublandlord’s initiative to protect Sublandlord’s interest under this Sublease shall not constitute a termination of Subtenant’s right to possession. C. Sublandlord may terminate this Sublease by giving Subtenant written notice of termination, in which event this Sublease shall terminate on the date for termination set forth in such Default notice. Subtenant shall immediately vacate the Premises and deliver possession to Sublandlord, and Sublandlord may repossess the Premises and may, at Subtenant’s sole cost, remove any of Subtenant’s signs and any of its other property, without relinquishing its right to receive Rent or threatened breach any other right against Subtenant. On termination, Sublandlord has the right to recover from Subtenant as damages: (1) The worth at the time of award of unpaid Rent and other sums due and payable which had been earned at the time of termination; plus (2) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable which after termination until the time of award exceeds the amount of such Rent loss that Subtenant proves could have been reasonably avoided; plus (3) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable for the balance of the Term after the time of award exceeds the amount of such Rent loss that Subtenant proves could be reasonably avoided; plus (4) Any other amount necessary to compensate Sublandlord for all the detriment proximately caused by Subtenant. E. If Subtenant shall fail ’s failure to perform or observe any term or condition in Subtenant’s obligations under this Sublease, and shall not cure such failure within ten (10) business days after Sublandlord notifies Subtenant or which, in the ordinary course of such failure things, would be likely to result therefrom, including, without limitation, any costs or shall have not commenced a cure during such time period and be diligently prosecuting such cure to completion, Sublandlord may, but shall not be obligated to, cure such failure by Subtenant under this Sublease. Whenever Sublandlord so elects to cure, all costs and expenses incurred by Sublandlord: (i) in retaking possession of the Premises; (ii) in maintaining, repairing, preserving, restoring, replacing, cleaning, altering or rehabilitating the Premises or any portion thereof, including reasonable attorneys' fees, shall be considered Rent hereunder and shall be paid by Subtenant such acts for reletting to Sublandlord within five a new tenant or tenants; (iii) for leasing commissions; or (iv) for any other costs necessary or appropriate to relet the Premises; plus (5) days At Sublandlord’s election, such other amounts in addition to or in lieu of demand, together with the foregoing as may be permitted from time to time by the laws of the State of California. The “worth at the time of award” of the amounts referred to in Sections 14C(1) and 14C(2) is computed by allowing interest at the Interest Rate. F. No acceptance maximum rate permitted by Sublandlord law on the unpaid rent and other sums due and payable from the termination date through the date of a lesser sum than award. The “worth at the Renttime of award” of the amount referred to in Section 14C(3) is computed by discounting such amount at the discount rate of the Federal Reserve Bank of San Francisco at the time of award plus one percent (1%). Subtenant waives redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any charge then due shall be deemed to be other than on account present or future law, in the event Subtenant is evicted or Landlord takes possession of the earliest installment of such Rent or charge due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent or other charge be deemed as an accord and satisfaction, and Sublandlord may accept such check or payment without prejudice to Sublandlord's right to recover the balance of such installment or pursue any other remedy in this Sublease provided. G. Any failure of Sublandlord to complain of any act or omission on the part of Subtenant, no matter how long the same may continue, shall not be deemed to be a waiver Premises by Sublandlord of any of its rights hereunder. No waiver by Sublandlord at any time, express or implied, of any breach of any provision of this Sublease shall be deemed a waiver of a breach of any other provision of this Sublease or a consent to any subsequent breach of the same or any other provision. No covenant term or condition of this Sublease shall be deemed to have been waived by Sublandlord, unless such waiver is acknowledged in writing by Sublandlord. H. Each right and remedy provided for in this Sublease shall be cumulative and shall be in addition to every other right or remedy provided for in this Sublease or now or hereafter existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by Sublandlord of any one or more of the rights or remedies provided for in this Sublease, or now or hereafter existing in law or in equity, shall not preclude the simultaneous or later exercise by Sublandlord of any or all other available rights or remedies Sublandlord may elect. In no event shall either party be liable to the other for consequential or incidental damages. In the event reason of any default of Subtenant hereunder, Sublandlord shall act reasonably to mitigate its damages. I. In the event Subtenant shall default more than two times by failing to pay Rent when due, the five percent (5%) late fee referenced in Section 4.06 shall be increased to ten percent (10%) to compensate Sublandlord for additional administrative costs related to multiple breaches of this Sublease by Subtenant. J. If a judicial remedy is necessary to enforce or interpret any provision of the Sublease, the prevailing party shall be entitled to reasonable attorneys' fees, costs and other expenses, in addition to any other relief to which is available under the terms of this Sublease.

SUBLANDLORD REMEDIES. A. After the occurrence of Upon a Defaultdefault, Sublandlord may, at its option, give Subtenant a notice of election to end shall have the Term upon a date specified in such notice, which date shall not be less than five (5) days after the date such notice is given to Subtenant, and upon the date specified in such notice, this Sublease and the Term shall cease and any and all other right, title and interest of Subtenant hereunder shall likewise cease without further notice or lapse of time, as fully and with like effect as if the entire Term had elapsed, but Subtenant shall continue to be liable to Sublandlord as hereinafter provided. B. Upon any termination of this Sublease pursuant to Section 15.02(A) or at any time thereafter, Sublandlord mayfollowing remedies, in addition to and without prejudice to any all other rights and remedies Sublandlord shall have at provided by law or otherwise provided in equitythis Sublease, re-enter the Demised Premises and recover possession thereof and dispossess any to which Sublandlord may resort cumulatively or all occupants of the Demised Premises in the manner prescribed by the statute relating to summary proceedings, or similar statutes; but Subtenant in such case shall remain liable to alternative: A. Sublandlord as hereinafter provided. C. Upon any termination of may continue this Sublease pursuant to Section 15.02(A), (i) the Rent shall become due thereupon in full force and be paid up to the time of such reentry, expiration and/or dispossession; and (ii) Subtenant or the legal representatives of Subtenant shall also pay Sublandlord as damages for the failure of Subtenant to observe and perform Subtenant's covenants herein contained, any deficiency between the Rent hereby reserved and/or covenanted to be paid and the net amount, if any, of the rents collected on account of any sublease or subleases of the Demised Premises entered into by Sublandlord for each month of the period which would otherwise have constituted the balance of the Term. When determining the balance of the Term for the purposes of this Section 15.02(c), it will be assumed that Subtenant would, on the date the Sublease is terminated by Sublandlord, have exercised its election to terminate or not renew the Sublease pursuant to Article III. Any such damages shall be paid in monthly installments by Subtenant on the first day of each montheffect, and any suit brought to collect the amount of the deficiency for any month shall not prejudice in any way the fight of Sublandlord to collect the deficiency for any subsequent month by a similar proceeding. D. In the event of the occurrence of a Default, or a threatened breach by Subtenant of any of the agreements, terms, covenants or conditions of this Sublease on Subtenant's part to be performedshall continue in full force and effect as long as Sublandlord does not terminate this Sublease, and Sublandlord shall have the right to enjoin collect Rent when due. B. Sublandlord may enter the Premises or any part thereof and release them or any part thereof to third parties for Subtenant's account for any period, whether shorter or longer than the remaining Term. Subtenant shall be liable immediately to Sublandlord for all costs Sublandlord incurs in reletting the Premises or any part thereof, including, without limitation, broker's commissions, expenses of cleaning and redecorating the Premises required by the reletting and like costs. Subtenant shall pay to Sublandlord the Rent and other sums due under this Sublease on the date the Rent is due, less the rent and other sums received by Sublandlord from any releasing. No act by Sublandlord other than giving written notice to Subtenant shall terminate this Sublease. Acts of maintenance, efforts to relet the Premises or the appointment of a receiver on Sublandlord's initiative to protect Sublandlord's interest under this Sublease shall not constitute a termination of Subtenant's right to possession. C. Sublandlord may terminate this Sublease by giving Subtenant written notice of termination, in which event this Sublease shall terminate on the date for termination set forth in such Default notice. Subtenant shall immediately vacate the Premises and deliver possession to Sublandlord, and Sublandlord may repossess the Premises and may, at Subtenant's sole cost, remove any of Subtenant's signs and any of its other property, without relinquishing its right to receive Rent or threatened breach any other right against Subtenant. On termination, Sublandlord has the right to recover from Subtenant as damages: (1) The worth at the time of award of unpaid Rent and other sums due and payable which had been earned at the time of termination; plus (2) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable which after termination until the time of award exceeds the amount of such Rent loss that Subtenant proves could have been reasonably avoided; plus (3) The worth at the time of award of the amount by which the unpaid Rent and other sums due and payable for the balance of the Term after the time of award exceeds the amount of such Rent loss that Subtenant proves could be reasonably avoided; plus (4) Any other amount necessary to compensate Sublandlord for all the detriment proximately caused by Subtenant. E. If Subtenant shall fail 's failure to perform or observe any term or condition in Subtenant's obligations under this Sublease, and shall not cure such failure within ten (10) business days after Sublandlord notifies Subtenant or which, in the ordinary course of such failure things, would be likely to result therefrom, including, without limitation, any costs or shall have not commenced a cure during such time period and be diligently prosecuting such cure to completion, Sublandlord may, but shall not be obligated to, cure such failure by Subtenant under this Sublease. Whenever Sublandlord so elects to cure, all costs and expenses incurred by Sublandlord: (i) in retaking possession of the Premises; (ii) in maintaining, repairing, preserving, restoring, replacing, cleaning, altering or rehabilitating the Premises or any portion thereof, including reasonable attorneys' fees, shall be considered Rent hereunder and shall be paid by Subtenant such acts for reletting to Sublandlord within five a new tenant or tenants; (iii) for leasing commissions; or (iv) for any other costs necessary or appropriate to relet the Premises; plus (5) days At Sublandlord's election, such other amounts in addition to or in lieu of demand, together with the foregoing as may be permitted from time to time by the laws of the State of California. The "worth at the time of award" of the amounts referred to in Sections 14C(1) and 14C(2) is computed by allowing interest at the Interest Rate. F. No acceptance Rate on the unpaid rent and other sums due and payable from the termination date through the date of award. The "worth at the time of award" of the amount referred to in Section 14C(3) is computed by Sublandlord discounting such amount at the discount rate of a lesser sum than the RentFederal Reserve Bank of San Francisco at the time of award plus one percent (1%). Subtenant waives redemption or relief from forfeiture under California Code of Civil Procedure Sections 1174 and 1179, or under any charge then due shall be deemed to be other than on account present or future law, in the event Subtenant is evicted or Landlord takes possession of the earliest installment of such Rent or charge due, nor shall any endorsement or statement on any check or any letter accompanying any check or payment as Rent or other charge be deemed as an accord and satisfaction, and Sublandlord may accept such check or payment without prejudice to Sublandlord's right to recover the balance of such installment or pursue any other remedy in this Sublease provided. G. Any failure of Sublandlord to complain of any act or omission on the part of Subtenant, no matter how long the same may continue, shall not be deemed to be a waiver Premises by Sublandlord of any of its rights hereunder. No waiver by Sublandlord at any time, express or implied, of any breach of any provision of this Sublease shall be deemed a waiver of a breach of any other provision of this Sublease or a consent to any subsequent breach of the same or any other provision. No covenant term or condition of this Sublease shall be deemed to have been waived by Sublandlord, unless such waiver is acknowledged in writing by Sublandlord. H. Each right and remedy provided for in this Sublease shall be cumulative and shall be in addition to every other right or remedy provided for in this Sublease or now or hereafter existing at law or in equity or by statute or otherwise, and the exercise or beginning of the exercise by Sublandlord of any one or more of the rights or remedies provided for in this Sublease, or now or hereafter existing in law or in equity, shall not preclude the simultaneous or later exercise by Sublandlord of any or all other available rights or remedies Sublandlord may elect. In no event shall either party be liable to the other for consequential or incidental damages. In the event reason of any default of Subtenant hereunder, Sublandlord shall act reasonably to mitigate its damages. I. In the event Subtenant shall default more than two times by failing to pay Rent when due, the five percent (5%) late fee referenced in Section 4.06 shall be increased to ten percent (10%) to compensate Sublandlord for additional administrative costs related to multiple breaches of this Sublease by Subtenant. J. If a judicial remedy is necessary to enforce or interpret any provision of the Sublease, the prevailing party shall be entitled to reasonable attorneys' fees, costs and other expenses, in addition to any other relief to which is available under the terms of this Sublease.