Common use of Sublandlord’s Default Clause in Contracts

Sublandlord’s Default. Subject to the terms of Section 6.10 below, if at any time during the Term, Sublandlord shall default or fail to perform any of its obligations under the Master Lease or this Sublease, upon written notice from Subtenant, Sublandlord shall immediately cure such failure. For purposes of this Sublease, Sublandlord shall not be deemed to be in default hereunder unless and until Subtenant shall first deliver to Sublandlord ten (10) days’ prior written notice, and Sublandlord shall fail to cure said default within said ten (10) day period, or if it is impractical to cure the default within such 10-day period, Sublandlord shall commence to cure the default within such 10-day period and thereafter diligently pursues such cure to completion and completes the cure within thirty (30) days in the aggregate. Thereafter, if Sublandlord fails to cure the default, Subtenant shall elect, as its sole and exclusive remedy, to either (a) pursue any and all remedies available to it at law or in equity, provided that in no event shall Subtenant be entitled to receive more than its actual direct damages, or (b) with respect only to matters which require repair within the interior of the Sublet Portion and service and/or impact only the Sublet Portion and are not otherwise structural in nature or part of the Building common systems, exercise self-help and cure any such breach or default on behalf of Sublandlord, in which case Sublandlord shall pay Subtenant for all the actual costs incurred by Subtenant to cure such Sublandlord default (as evidenced by bills and invoices in detail reasonably satisfactory to Sublandlord) within thirty (30) days of written notice to Sublandlord of such amount and delivery of bills and invoices in form and detail reasonably satisfactory to Sublandlord.

Sublandlord’s Default. Subject to the terms of Section 6.10 below, if at any time during the Term, If Sublandlord shall default or fail fails to perform any of its obligations under the Master Lease covenants, provisions or this Sublease, upon written notice from Subtenant, Sublandlord shall immediately cure such failure. For purposes of this Sublease, Sublandlord shall not be deemed to be in default hereunder unless and until Subtenant shall first deliver to Sublandlord ten (10) days’ prior written notice, and Sublandlord shall fail to cure said default within said ten (10) day period, or if conditions it is impractical required to cure the default within such 10-day period, Sublandlord shall commence to cure the default within such 10-day period and thereafter diligently pursues such cure to completion and completes the cure perform under this Sublease within thirty (30) days in after Sublandlord receives Notice from Subtenant (or if more than thirty (30) days is reasonably required because of the aggregate. Thereafternature of the default, if Sublandlord fails to begin to cure the default, Subtenant shall elect, as its sole and exclusive remedy, to either (a) pursue any and all remedies available to it at law or in equity, provided that in no event shall Subtenant be entitled to receive more than its actual direct damages, or (b) with respect only to matters which require repair default within the interior of the Sublet Portion thirty (30)-day period and service and/or impact only the Sublet Portion and are not otherwise structural in nature or part of the Building common systemsthereafter fails to diligently prosecute such cure to completion), exercise self-help and cure any such breach or default on behalf of Sublandlord, in which case then Sublandlord shall pay be liable to Subtenant for all the actual costs incurred damages sustained by Subtenant as a direct result of Sublandlord's breach. Upon the occurrence and continuation of such default by Sublandlord, Subtenant may, at its option and without any obligation to cure do so, other than those obligations created in this Sublease, elect any one or more of the following remedies: (1) Terminate and cancel this Sublease provided Sublandlord is in material default under the terms of this Sublease and provided that Subtenant has delivered a second notice to Sublandlord of such Sublandlord material default (as evidenced by bills and invoices in detail reasonably satisfactory to Sublandlord) within such material default remains uncured for thirty (30) days of written notice to Sublandlord after Sublandlord’s receipt of such amount notice; or, (2) Withhold payment or performance under the Sublease until such time as Sublandlord’s default is cured; or, (3) Cure Sublandlord’s default and delivery recover such costs, expenses, or damages in and by an action at law or by or by setoff of bills and invoices the Base and/or Additional Rent due under this Sublease; or, (4) Pursue any other remedy available now or in form and detail reasonably satisfactory to Sublandlordthe future in the State of California.

Sublandlord’s Default. Subject to the terms of Section 6.10 below, if at any time during the Term, Sublandlord shall be in default of this Sublease if (i) Sublandlord is in default under the Lease (beyond any applicable notice and/or grace period), or fail (ii) Sublandlord fails or refuses to perform any of its obligations under the Master Lease or this Sublease, upon written notice from Subtenant, Sublandlord shall immediately cure such failure. For purposes provisions of this Sublease, Sublandlord shall not be deemed to be in default hereunder unless and until Subtenant shall first deliver to Sublandlord ten (10) days’ prior written notice, and Sublandlord shall fail to cure said default within said ten (10) day period, or if Sublease that it is impractical obligated to cure perform, if the default within such 10-day period, Sublandlord shall commence failure to cure the default within such 10-day period and thereafter diligently pursues such cure to completion and completes the cure perform is not cured within thirty (30) days in after written notice specifying the aggregate. Thereafter, if Sublandlord fails to cure the default, Subtenant shall elect, as its sole and exclusive remedy, to either (a) pursue any and all remedies available to it at law or in equity, provided that in no event shall Subtenant be entitled to receive more than its actual direct damages, or (b) with respect only to matters which require repair within the interior of the Sublet Portion and service and/or impact only the Sublet Portion and are not otherwise structural in nature or part of the Building common systems, exercise self-help and cure any such breach or default on behalf of Sublandlord, in which case Sublandlord shall pay Subtenant for all the actual costs incurred has been given by Subtenant to cure such Sublandlord Sublandlord. If the default (as evidenced by bills and invoices in detail cannot reasonably satisfactory to Sublandlord) be cured within thirty (30) days days, Sublandlord shall not be in default of this Sublease if Sublandlord commences to cure the default within the thirty (30) day period and diligently and in good faith continues to cure the default thereafter. Subtenant, at any time after Sublandlord commits a default which Sublandlord fails to timely cure, can cure the default at Sublandlord's cost or seek to specifically enforce the obligations of Sublandlord; provided, however, that in the event that Subtenant reasonably believes that an emergency repair or replacement is required, regardless of whether or not the failure to immediately make the same would be a default of Sublandlord under this Sublease, Subtenant may, to the extent not otherwise prohibited by the terms and conditions of the Lease, immediately commence to make the repair or replacement in order to avoid damage to persons or property, provided that Subtenant furnishes notice to Sublandlord as soon as reasonably possible thereafter. If Subtenant, at any time, by reason of Sublandlord's default, pays any sum or does any reasonable act that requires the payment of any sum, the sum paid by Subtenant shall be due immediately from Sublandlord to Subtenant upon Sublandlord's receipt of written notice from Subtenant of the amount due. Any and all rights, remedies and options given in this Sublease to Sublandlord of such amount Subtenant shall be cumulative and delivery of bills in addition to and invoices without waiver of, or in form and detail reasonably satisfactory derogation of, any right or remedy given to Sublandlordit under any law now or hereafter in effect.

Sublandlord’s Default. Subject to the terms of Section 6.10 below, if at any time during the Term, Sublandlord shall default or fail to perform any of its obligations under the Master Lease or this Sublease, upon written notice from Subtenant, Sublandlord shall immediately cure such failure. For purposes of this Sublease, Sublandlord shall not be deemed to be in default hereunder under this Sublease for failure to perform those obligations which are imposed on the Lessee under the Master Lease, but which Subtenant has not agreed to perform under this Sublease, unless and until such failure continues for more than thirty (30) days after Subtenant shall first deliver to gives Sublandlord ten written notice specifying with reasonable particularity the obligations which remain unperformed (10the "Correction Period"); provided, however, that (a) days’ prior written notice, and Sublandlord shall fail to cure said default within said ten (10) day period, or if it is impractical to cure the default within such 10-day period, Sublandlord shall commence to cure the default within such 10-day period and thereafter diligently pursues such cure to completion and completes the cure failure of performance cannot be corrected within thirty (30) days in days, the aggregate. ThereafterCorrection Period shall be extended for such additional time as is reasonably required, if where Sublandlord fails to cure the default, Subtenant shall elect, as its sole and exclusive remedy, to either (a) pursue any and all remedies available to it at law or in equity, provided that in no event shall Subtenant be entitled to receive more than its actual direct damages, or (b) with respect only to matters which require repair commences appropriate corrective action within the interior of the Sublet Portion and service and/or impact only the Sublet Portion and are not otherwise structural in nature or part of the Building common systems, exercise self-help and cure any such breach or default on behalf of Sublandlord, in which case Sublandlord shall pay Subtenant for all the actual costs incurred by Subtenant to cure such Sublandlord default (as evidenced by bills and invoices in detail reasonably satisfactory to Sublandlord) within thirty (30) days day period and thereafter proceeds diligently to complete such action, and (b) if such failure of performance poses a material risk of harm to persons or property, violates any laws enacted specifically to protect public health or safety, or threatens the forfeiture of the Master Lease, then such Correction Period shall be reduced to such shorter period as allows Sublandlord a reasonable time to perform. If Sublandlord is in default under this Sublease, Subtenant shall be entitled to cure such default and to collect from Sublandlord promptly following written notice demand therefor (which demand shall be accompanied by appropriate evidence of Subtenant's expenditures) all amounts reasonably expended by Subtenant in curing Sublandlord's default. Subtenant's right to Sublandlord cure Sublandlord's default under this Paragraph 20 is in addition to Subtenant's right to pay Landlord delinquent amounts of such amount and delivery Underlying Rent under Paragraph 3(d) of bills and invoices in form and detail reasonably satisfactory to Sublandlordthis Sublease.