Common use of Sublessor’s Default Clause in Contracts

Sublessor’s Default. Except for the obligations of Sublessee hereunder, Sublessor covenants (i) to observe, comply and perform all of the terms, covenants, conditions and provisions of the Prime Lease to be observed and/or performed by Sublessor, including but not limited to the payment of base rent and additional rent under the Prime Lease, and (b) neither to do nor cause to be done any act or thing (other than the exercise of Sublessor’s rights hereunder) which would or might cause the Prime Lease or this Sublease or the rights of Sublessee hereunder to be canceled, terminated, forfeited or surrendered. If the Prime Landlord shall default in any of its obligations to Sublessor, Sublessee shall have the right in the name of Sublessor, if necessary, to enforce Sublessor’s rights against Prime Landlord under the Prime Lease provided that in so doing Sublessee does not create or allow a default under the Prime Lease and provided further that Sublessee keeps Sublessor apprised of Sublessee’s efforts to enforce Prime Landlord’s obligations to Sublessor under the Prime Lease which includes, without limitation, providing Sublessor with copies of any notices the Sublessee intends to send to Prime Landlord at least 48 hours prior to sending same. Sublessee shall not settle any dispute with Prime Landlord hereunder without Sublessor’s prior written consent which consent shall not be unreasonably withheld so long as such settlement does not modify the terms of the Prime Lease or increase any obligations or decrease any rights of Sublessor under the Prime Lease. Sublessor shall additionally cooperate with Sublessee, upon request by Sublessee and at Sublessee’s sole cost and expense, in enforcing Sublessor’s rights against Prime Landlord under the Prime Lease so long as such cooperation does not subject Sublessor to any cost or increase any obligations or decrease any rights of Sublessor under the Prime Lease. Sublessor will not be in default under this Sublease unless and until Sublessee has notified Sublessor in writing of Sublessor’s default and Sublessor has failed to cure such default within thirty (30) days, or such additional time as is reasonably required to correct any such default, after such notice by Sublessee. Notwithstanding anything to the contrary contained in this Sublease, Sublessee’s obligations under this Sublease are independent and shall not be conditioned upon performance by Sublessor. Upon the occurrence of a default by Sublessor, then (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance), Sublessee shall have all right and remedies available to it at law and in equity therefor.

Sublessor’s Default. Except for In the obligations of Sublessee hereunder, event that Sublessor covenants shall default (i) to observe, comply and perform all in the performance of any of the terms, covenantscovenants and conditions on its part to be performed under this Sublease, or (ii) in the performance of any of the terms, covenants and conditions to be performed by Sublessor under the Primary Lease (which are not required to be performed by Sublessee on behalf of Sublessor thereunder), and the same are not cured within the time periods provided in the Primary Lease or this Sublease, whichever is shorter, then the Sublessee shall have the same rights and remedies with respect to such default as are given to Sublessor as Tenant, under the Primary Lease with respect to defaults by the Landlord thereunder, all with the same force and effect as are such provisions of the Prime Primary Lease with respect to be observed and/or performed by such defaults and the rights and remedies of the Sublessor, including but not limited as Tenant, thereunder in the event thereof were set forth at length herein. Subject to the payment prior written approval of base rent and additional rent under the Prime Lease, and (b) neither to do nor cause to be done any act or thing (other than the exercise of Sublessor’s rights hereunder) which would or might cause the Prime Lease or this Sublease or the rights of Sublessee hereunder to be canceled, terminated, forfeited or surrendered. If the Prime Landlord shall default in any of its obligations to Sublessorat such time, Sublessee shall have the right to cure any defaults by Sublessor under the Primary Lease to the extent Sublessee, in its sole reasonable discretion, deems it necessary to do so in order to protect and preserve Sublessee's interests in the name Subleased Premises. Sublessor shall promptly, on demand from Sublessee, reimburse Sublessee for all amounts expended by Sublessee in effecting any such cure on behalf of Sublessor, if necessary, to enforce Sublessor’s rights against Prime Landlord under the Prime Lease provided that in so doing Sublessee does not create or allow a default under the Prime Lease and provided further that Sublessee keeps Sublessor apprised of Sublessee’s efforts to enforce Prime Landlord’s obligations to Sublessor under the Prime Lease which includesincluding, without limitation, providing Sublessor with copies of any notices the Sublessee intends to send to Prime Landlord at least 48 hours prior to sending same. Sublessee shall not settle any dispute with Prime Landlord hereunder without Sublessor’s prior written consent which consent shall not be unreasonably withheld so long as such settlement does not modify the terms of the Prime Lease or increase any obligations or decrease any rights of Sublessor under the Prime Lease. Sublessor shall additionally cooperate with Sublessee, upon request by Sublessee reasonable attorneys' fees and at Sublessee’s sole cost and expense, in enforcing Sublessor’s rights against Prime Landlord under the Prime Lease so long as such cooperation does not subject Sublessor to any cost or increase any obligations or decrease any rights of Sublessor under the Prime Lease. Sublessor will not be in default under this Sublease unless and until Sublessee has notified Sublessor in writing of Sublessor’s default and Sublessor has failed to cure such default within thirty (30) days, or such additional time as is reasonably required to correct any such default, after such notice by Sublesseecosts. Notwithstanding anything to the contrary contained in this Subleaseforegoing, Sublessee’s obligations under this Sublease are independent and shall not be conditioned upon performance by Sublessor. Upon the occurrence of a default by Sublessor, then (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance)however, Sublessee shall have all right and remedies available no obligation to it at law and in equity thereforcure defaults by Sublessor under the Primary Lease.

Sublessor’s Default. Except for the obligations If Sublessor commits a material breach of Sublessee hereunder, Sublessor covenants (i) to observe, comply and perform all any ------------------- provision of the terms, covenants, conditions and provisions of the Prime Lease to be observed and/or performed by Sublessor, including but not limited to the payment of base rent and additional rent under the Prime Lease, and (b) neither to do nor cause to be done any act or thing (other than the exercise of Sublessor’s rights hereunder) which would or might cause the Prime Lease or this Sublease or the rights of Sublessee hereunder to be canceled, terminated, forfeited or surrendered. If the Prime Landlord shall default in any of its obligations to Lease ("Sublessor's default"), Sublessee shall have give Sublessor written notice specifying in what manner Sublessor allegedly has defaulted. If Sublessor's default is not cured by Sublessor within the right period of time specifically provided for elsewhere in the name of SublessorSublease or the Lease, or, if necessaryno such cure period is provided, to enforce Sublessor’s rights against Prime Landlord under the Prime Lease provided that in so doing Sublessee does not create or allow a default under the Prime Lease and provided further that Sublessee keeps Sublessor apprised of Sublessee’s efforts to enforce Prime Landlord’s obligations to Sublessor under the Prime Lease which includes, without limitation, providing Sublessor with copies of any notices the Sublessee intends to send to Prime Landlord at least 48 hours prior to sending same. Sublessee shall not settle any dispute with Prime Landlord hereunder without Sublessor’s prior written consent which consent shall not be unreasonably withheld so long as such settlement does not modify the terms of the Prime Lease or increase any obligations or decrease any rights of Sublessor under the Prime Lease. Sublessor shall additionally cooperate with Sublessee, upon request by Sublessee and at Sublessee’s sole cost and expense, in enforcing Sublessor’s rights against Prime Landlord under the Prime Lease so long as such cooperation does not subject Sublessor to any cost or increase any obligations or decrease any rights of Sublessor under the Prime Lease. Sublessor will not be in default under this Sublease unless and until Sublessee has notified Sublessor in writing of Sublessor’s default and Sublessor has failed to cure such default within thirty (30) days, or such additional time as is reasonably required to correct any such default, days after the delivery of such notice (except that if Sublessor's default cannot be cured within the thirty (30) day period and Sublessor proceeds diligently thereafter to effect such cure), Sublessee, upon delivery of written notice to Sublessor, may cure Sublessor's default and Sublessor within twenty (20) days thereafter shall reimburse Sublessee for all costs and expenses (including reasonable attorneys' fees and court costs) reasonably incurred by SublesseeSublessee therefor, provided that if Sublessor fails to reimburse Sublessee within such twenty (20) day period, Sublessee may offset the amounts owing by Sublessor against the next installment or installments of Rents due hereunder. Notwithstanding anything the foregoing, if Sublessor's default materially and adversely affects Sublessee's rights to use and occupy the contrary contained in Premises under this Sublease, Sublessee’s obligations and if under this Sublease are independent and shall the circumstances such default cannot be conditioned upon performance cured within a reasonable time or at a reasonable cost by Sublessor. Upon the occurrence of a default by either Sublessee or Sublessor, then Sublessee may terminate this Sublease upon thirty (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance), Sublessee shall have all right and remedies available 30) days prior written notice to it at law and in equity thereforSublessor.