Common use of SUBLESSEE'S DEFAULT Clause in Contracts

SUBLESSEE'S DEFAULT. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event of default (“Event of Default”) under this Sublease if: (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been received, or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.

SUBLESSEE'S DEFAULT. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event If Sublessee fails to perform any obligation of default (“Event of Default”) ------------------- Sublessee under this Sublease if: Agreement (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due "Default"), and such failure continues for a period of ten (10) days if after written notice from Sublessor specifying such Default and permitting Sublessee five (5) days to Sublessee that such payment has not been received, cure a monetary default or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) daysdays to remedy a nonmonetary Default, providedSublessee shall have failed to remedy such Default, howeverthen Sublessor may at its option cancel this Sublease Agreement, that if such non-monetary Event of Default upon giving any notice required by Sublessee cannot reasonably be cured within such thirty (30) day periodlaw, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared may (whether or not Sublessor has terminated this Sublease Agreement) re- enter the Subleased Premises. No reentry by Sublessor if shall constitute a termination of this Sublease Agreement unless Sublessor has given written notice to Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violationa termination. Notwithstanding such re-entry by Sublessor, default or breach, or (iii) the liability of Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under for the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter rent provided in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action this Sublease Agreement shall not be dismissed, discharged or denied within sixty (60) days after extinguished but shall continue for the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or balance of the Sublease Term. Sublessee covenants and agrees to make good to Sublessor (a) any costs incurred by Sublessor in re-entering the Subleased Premises and in reletting the Subleased Premises; (b) during each month throughout the Sublease Term the amount by which the rent payable by the Sublessee hereunder during each month following Sublessor's re-entry exceeds the amount of rent received by the Sublessor during such month; (c) the costs of any necessary repairs incurred by Sublessor; and (d) the fees and disbursements of Sublessor's attorneys as provided in paragraph 20. The amounts payable by Sublessee pursuant to clause (b) shall be appointed in any proceedings brought paid on the first day of each month throughout the Sublease Term; the amounts payable by or against Sublessee andpursuant to clauses (a), in the latter case(c), such entity and (d) shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally payable on demand as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) aboveare incurred.

SUBLESSEE'S DEFAULT. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event of default (“"Event of Default”") under this Sublease if: (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been received, or (ii) Sublessee fails to observe or perform any other material covenant or agreement of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s 's property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s 's debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.

SUBLESSEE'S DEFAULT. 14.1 Any (a) If Sublessee shall be in default of any term, covenant or condition of this Sub-Sublease, then Sublessor, following the giving to Sublessee of any applicable notice and the expiration of any applicable cure period required by this Sub-Sublease or the terms and provisions of the Prime Lease or the Sublease incorporated herein, shall have available to it all of the remedies available to Prime Landlord under the Prime Lease in the event of a like default on the part of the tenant thereunder as well as all of the remedies available to Prime Tenant under the Sublease in the event of a like default on the part of the subtenant thereunder. The mention in the Prime Lease, the Sublease or this Sub-Sublease of any particular right or remedy shall not preclude Sublessor from exercising any and all other provisions rights and remedies available to it hereunder at law and in equity. In addition to and not in limitation of the foregoing and notwithstanding anything in this Sublease notwithstandingSub-sublease to the contrary, it Sublessor shall be an event have the right, upon any such default by Sublessee and following the giving to Sublessee of default (“Event any such applicable notice and the expiration of Default”) under this Sublease if: any such applicable cure period, to (i) recover from Sublessee fails to pay any installment One Million Eight Hundred Seventy Five Thousand Two Hundred Eighty Seven and 60/100 Dollars ($1,875,287.60), representing the eight (8) months of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor free Base Rent given to Sublessee that such payment has not been receivedpursuant to Section 4(a) hereof, or plus Sublessor's Contribution, including, without limitation, any portion of the Rent Credit credited against installments of Base Rent hereunder, as well as the Cancellation Payment (if paid by Sublessor) and any portion of the Total Base Rent Credit credited against installments of Base Rent hereunder and (ii) accelerate and recover from Sublessee fails any portion of the Sublessor Credit not previously paid by Sublessee to observe or perform any other material covenant or agreement Sublessor pursuant to the terms of Sublessee herein contained and such failure continues after written notice given by or on behalf of Sublessor to Sublessee for more than thirty (30Section 4(g)(iv) days, hereof; provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder Sublessor shall be declared by entitled to recover the Cancellation Payment and the Total Base Rent Credit from Sublessee only to the extent that such items have not been reimbursed to Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60Section 4(g)(iv) days after the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) abovehereof.

SUBLESSEE'S DEFAULT. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event of default (“Event of Default”) under this Sublease if: If (i) Sublessee fails to pay the Subtenant shall default in the payment of any installment of rent Base Rent, Additional Rent or any other sum sums payable by Sublessee Subtenant to Tenant hereunder when due and such failure continues default shall continue for a period of ten three (103) days after written notice from Sublessor to Sublessee that Tenant of such payment has not been received, default without cure; or (ii) Sublessee fails the Subtenant shall default in the performance or observance of any of the other covenants contained in this Sublease and on the Subtenant's part to observe be performed or perform any other material covenant or agreement of Sublessee herein contained observed and such failure continues shall fail, within twenty (20) days after written notice given by or on behalf from Tenant of Sublessor to Sublessee for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence default to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, default; or (iii) Sublessee files a petition commencing if the estate hereby created shall be taken on execution, or by other process of law, or if the Subtenant should be involved in financial difficulties as evidenced (a) by its commencement of a voluntary case, or has filed against it a petition commencing an involuntary case, case under the Federal Bankruptcy Code (Title 11 of the United States Code), Code as now or hereafter from time to time in effect, or under any similar lawby its authorizing, by appropriate proceedings of trustees or files other governing body, the commencement of such voluntary case, (b) by its filing an answer or has other pleading admitting or failing to deny the material allegations of a petition filed against it a petition commencing an involuntary case under said Title 11 or answer in bankruptcy seeking, consenting to or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, acquiescing in the case relief therein provided, or by its failing to controvert timely the material allegations of any such petition, (c) by the entry of an order of relief in any involuntary action, such action shall case commenced under said Title 11 which is not be dismissed, discharged or denied removed by Subtenant within sixty (60) days after the filing thereofdate of entry, (d) by its seeking relief as a debtor under any applicable law, other than said Title 11, of any jurisdiction relating to the liquidation or reorganization of debtors or to the modification or alteration of the rights of creditors, or Sublessee consents by its consent to or acquiesces acquiescing in such relief, (e) by the filing thereof, or (iv) entry of an order by a custodian, receiver, trustee or liquidator court of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought competent jurisdiction which is not removed by or against Sublessee and, in the latter case, such entity shall not be discharged Subtenant within sixty (60) days after such appointment the date of entry (i) finding it to be bankrupt or Sublessee consents to insolvent, (ii) ordering or acquiesces in such appointmentapproving its liquidation, reorganization or any modification or alteration of the rights of its creditors, or (viii) Sublessee shall generally not pay Sublessee’s debts as such debts become dueassuming custody of, or shall make appointing a receiver or other custodian, of all or a substantial part of its properties; or (f) by its making an assignment for the benefit of of, or entering into a composition with, its creditors, or appointing or consenting to the appointment of a receiver or other custodian for all or a substantial part of its property; then, and in any of said cases (each of which is herein sometimes called a "Terminable Default"); then Tenant may, immediately or at any time thereafter (notwithstanding any license or waiver of any former breach or waiver of the benefit thereof, or consent in any former instance) and without demand or notice or need to comply with any statute relating to summary process, in person or by agent or attorney, enter the Premises (forcibly if necessary) or any part thereof and repossess the same as of its former estate, or terminate this Sublease by written notice to Subtenant, and in either event expel Subtenant and those claiming through or under it and remove their effects without being deemed guilty of any manner of trespass and without prejudice to any remedy which otherwise might be used for arrears of rent or breach of covenants, and upon entry or notice as aforesaid, this Sublease shall admit in writing its inability terminate. Subtenant hereby waives all statutory rights (including without limitation rights of redemption) to the extent such rights may be lawfully waived, with respect to such actions by Tenant. If this Sublease is terminated as provided for herein, or otherwise for Subtenant's breach or default, Tenant shall have all rights and remedies provided to the Landlord under the Prime Lease, as if said rights and remedies were fully set forth herein, and Subtenant shall be obligated to pay its debts generally and all damages, liabilities, and expenses to Tenant as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) aboveprovided for therein.

SUBLESSEE'S DEFAULT. 14.1 Any other provisions in this Sublease notwithstanding, it shall be an event If Sublessee fails to perform any material obligation of default (“Event of Default”) Sublessee under this Sublease if: Agreement or makes a material misrepresentation in this Agreement or in the Application to Sublease Real Property (i) Sublessee fails to pay any installment of rent or any other sum payable by Sublessee hereunder when due “Default”), and such failure continues for a period of ten (10) days if after written notice from Sublessor specifying such Default and permitting Sublessee five business (5) days to cure a monetary default or thirty (30) days to remedy a nonmonetary Default, Sublessee that shall have failed to remedy such payment has not been receivedDefault, or (ii) Sublessee fails to observe or perform then Sublessor may cancel this Sublease Agreement, upon giving any other material covenant or agreement of Sublessee herein contained notice required by law, and re-enter the Subleased Premises; provided however, is such failure continues after written notice given by or on behalf of Sublessor to Sublessee for Default requires more than thirty (30) days, provided, however, that days to cure Sublessor may not so cancel this Sublease agreement if Sublessee has commenced such non-monetary Event of Default by Sublessee cannot reasonably be cured remedy within such thirty (30) day perioddays and is diligently pursuing such remedy. Notwithstanding such re-entry by Sublessor, and the liability of Sublessee for the rent provided further that Sublessee is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action this Sublease Agreement shall not be dismissed, discharged or denied within sixty (60) days after extinguished but shall continue for the filing thereof, or Sublessee consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or balance of the Sublease Term. Sublessee covenants and agrees to make good to Sublessor (a) any reasonable costs incurred by Sublessor in re-entering the Subleased Premises and in reletting the Subleased Premises; (b) during each month throughout the Sublease Term the amount by which the rent payable by the Sublessee hereunder during each month following Sublessor’s re-entry exceeds the amount of rent received by the Sublessor during such month; (c) the reasonable costs of any necessary repairs incurred by Sublessor; and (d) the reasonable fees and disbursements of Sublessor’s attorneys as provided in paragraph 20. The amounts payable by Sublessee pursuant to clause (b) shall be appointed in any proceedings brought paid on the first day of each month throughout the Sublease Term; the amounts payable by or against Sublessee andpursuant to clauses (a), in the latter case(c), such entity and (d) shall not be discharged payable within sixty (60) thirty days after such appointment or Sublessee consents to or acquiesces in such appointment, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally written demand as they become due. The notice and grace period provisions in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) aboveare incurred.

SUBLESSEE'S DEFAULT. 14.1 Any other provisions in this Sublease notwithstanding, it In the event that Sublessee shall be an event of default (“Event of Default”) under this Sublease if: (i) Sublessee fails in the performance of any of the terms, covenants and conditions on its part to pay any installment of rent or any other sum payable by Sublessee hereunder when due and such failure continues for a period of ten (10) days after written notice from Sublessor to Sublessee that such payment has not been receivedbe performed under this Sublease, or (ii) in the performance of any of the terms, covenants and conditions to be performed on Sublessor's part under the Primary Lease with respect to the Subleased Premises, and the same are not cured within the time periods provided in the Primary Lease or the Sublease, whichever is shorter, then Sublessor shall have the same rights and remedies with respect to such default as are given to Landlord under the Primary Lease with respect to defaults by Sublessor under the Primary Lease, all with the same force and effect as though the provisions of the Primary Lease with respect to defaults and the rights and remedies of Landlord thereunder in the event thereof were set forth at length herein. Additionally, should any default exist beyond the applicable cure period, Sublessor shall have the right to declare all Rent due under this Sublease immediately due and payable and upon receipt of Sublessor's written demand therefore, Sublessee fails shall immediately pay to observe or perform Sublessor the entire Rent due for the balance of the term hereof. Sublessor shall promptly give notice to Sublessee of any other material covenant or agreement notices of Sublessee herein contained and such default relating to the Subleased Premises which may be received by Sublessor from Landlord, but failure continues after written notice given by or on behalf of Sublessor to give such notice to Sublessee shall not diminish Sublessee's obligations hereunder. If Sublessee shall default in the performance of any of Sublessee's obligations under this Sublease or under the provisions of the Primary Lease, Sublessor, without thereby waiving such default, may, at Sublessor's option, perform the same for more than thirty (30) daysthe account and at the expense of Sublessee. If Sublessor makes any expenditures or incurs any obligations for the payment of money, providedincluding, howeverwithout limitation, that if reasonable counsel fees, in instituting, prosecuting or defending any action or proceeding, by reason of any default of Sublessee under this Sublease, such non-monetary Event of Default sums paid or obligations incurred shall be deemed to be Extra Rent and shall be paid by Sublessee cannot reasonably be cured within such thirty (30) day period, and provided further that Sublessee is proceeding with due diligence to effect a cure Sublessor on demand. Failure of said Event of Default, no Event of Default hereunder shall be declared by Sublessor if Sublessee continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Sublessor of such violation, declare any default or breach, or (iii) Sublessee files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code (Title 11 of the United States Code), as now or hereafter in effect, or under any similar law, or files or has filed against it a petition or answer in bankruptcy or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing immediately upon occurrence thereof, or Sublessee consents or acquiesces delay in the filing thereoftaking any action in connection therewith, or (iv) a custodian, receiver, trustee or liquidator of Sublessee or of all or substantially all of Sublessee’s property or of the Premises shall be appointed in any proceedings brought by or against Sublessee and, in the latter case, such entity shall not be discharged within sixty (60) days after waive such appointment or Sublessee consents to or acquiesces in such appointmentdefault, or (v) Sublessee shall generally not pay Sublessee’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above but Sublessor shall have no application the right to the Events of Default referred to declare any such default at any time and take such action as might be lawful or authorized hereunder either in clauses (iii) through (v) abovelaw or in equity.