Common use of Subtenant’s Obligations Clause in Contracts

Subtenant’s Obligations. (a) Subtenant covenants and agrees that all obligations of Sublandlord under the Master Lease shall be done or performed by Subtenant with respect to the Sublease Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms of this Sublease, shall, upon notice to Subtenant from Sublandlord, be deemed an "Event of Default" hereunder). Provided Subtenant is given notice and the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which is, or with notice or the passage of time would be, a default under this Sublease or the Master Lease. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at law.

Subtenant’s Obligations. From and after the Commencement Date, Subtenant shall also be responsible for the following at its own cost and expense: (a) All utility consumption costs relating to electricity, water and sewer, and condenser water services consumed by Subtenant covenants in the Premises, in each case in an amount not greater than the actual cost for the same incurred by Sublandlord, as follows: (i) electric and agrees that all obligations of Sublandlord under other charges incurred in connection with lighting and providing electrical power to the Master Lease Premises, which the parties agree shall be done or performed charged to Tenant at a fixed rate of One and 75/100 Dollars ($1.75) per rentable square foot of the Premises per annum, payable in equal monthly installments of Two Thousand Five Hundred Sixty-Eight and 71/100 Dollars ($2,568.71) at the same time and in the same manner as Tenant’s payment of Annual Fixed Rent, provided, Tenant uses electricity for ordinary general office purposes only and without exceeding the standard electricity service provided by Subtenant with respect Landlord as set forth in Exhibit C to the Sublease PremisesPrime Lease (and if Tenant uses electricity for any other purpose, except as equipment other than ordinary office machines, or otherwise provided by this Subleaseexceeds such standards, then Landlord may require that Tenant pay to install a check meter(s) or submeter(s) to measure Subtenant’s usage, and Subtenant's obligations in such event Tenant shall run be obligated to Sublandlord pay the actual cost of its electricity consumption as shown on such meter or meters), (ii) water and Landlord sewer costs, payable as Sublandlord may determine to be appropriate or be required by the respective interests part of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms of this Sublease, shall, upon notice to Subtenant from Sublandlord, be deemed an "Event of Default" hereunder). Provided Subtenant is given notice and the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify SublandlordOperating Expenses, and hold it harmless, (iii) charges for condenser water from and against any and all claims, damages, losses, expenses and liabilities Building’s system (including reasonable attorneys' feesif available) incurred as a result of the non-performance, non-observance or non-payment of any of at Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which is, or with notice or the passage of time would be, a default under this Sublease or the Master Lease.’s actual cost thereof.. (b) Subtenant agrees maintenance, repairs and replacements as to forward to the Premises and its equipment performed by the Prime Landlord at the expense of Sublandlord, promptly upon receipt thereof, copies if and to the extent required by reason of any notices received by Subtenant from Landlord Subtenant’s failure to perform repairs or from any governmental authoritiesmaintenance required of it under this Sublease. (c) In the event Subtenant shall be in default The cost of any covenant oflicense or roof rights for Subtenant in connection with telecommunications equipment as provided in Section 31 hereof. (d) The cost of any after-hours HVAC (i.e., or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all outside of the remedies available standard hours described in Exhibit C to the Prime Lease) and utility costs that are requested by Subtenant as provided in Section 27 hereof. (ie) special cleaning services for removal of rubbish and for other non-routine cleaning of the Premises, in either case as requested by Tenant (or as reasonably required by Sublandlord with regard for the first class nature of the Building) and over and above cleaning services required to Landlord under the Master Lease be provided by Prime Landlord, as more fully described in the event Exhibit C of a similar default on the part of Sublandlord thereunder or (ii) at lawPrime Lease.

Subtenant’s Obligations. (a) Notwithstanding the designation of the costs of Sublandlord's obligation to keep the Premises in good condition and repair as Operating Expenses, Subtenant covenants and agrees that all obligations of Sublandlord under the Master Lease shall be done or performed by Subtenant with respect solely responsible for payment of the cost therefor to Sublandlord as additional rent for that portion of the Sublease cost of any maintenance and repair of the Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by any equipment (wherever located) that serves only Subtenant or the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with the extent such cost is attributable to causes beyond normal wear and remedy tear. Subtenant shall also be solely responsible for the cost of painting, repairing or replacing wall coverings, and to repair or replace any default in this Sublease Premises improvements that that are not ordinarily a part of the Building or are above then Building standards. Sublandlord may, at its option, upon reasonable notice, elect to have Subtenant perform any particular such maintenance or repairs the Master Lease cost of which is Subtenant's obligation to cure, within sole responsibility hereunder. Subtenant shall be responsible for all ordinary expenses in connection with the period allowed to Sublandlord under use of the Furniture during the term of this Sublease. Subtenant, even if such time period is shorter than at its sole cost and expense, shall keep the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant Furniture in good condition and repair, ordinary wear and tear excepted. Rent under this Sublease and shall not be prorated or abated while any item of Furniture is being serviced or repaired. Sublandlord shall not be under any liability or obligation in any manner to provide service, maintenance, repairs or parts for the Master Lease as incorporated by the terms of this Sublease, shall, upon notice Furniture. Sublandlord shall assign to Subtenant from all manufacturer, dealer, or supplier warranties applicable to the Furniture to enable Subtenant to obtain any warranty service available for the Furniture. Sublandlord appoints Subtenant as Sublandlord, 's attorney-in-fact for the purpose of enforcing any warranty. Any enforcement by Subtenant shall be deemed an "Event at the expense of Default" hereunder). Provided Subtenant is given notice and shall in no way render Sublandlord responsible to Subtenant for the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment performance of any of the warranties. At the reasonable request of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated furnish proof of Furniture maintenance to the rights reasonable satisfaction of Sublandlord concerning said paymentSublandlord. Other than in conformity with the manufacturer's warranty and/or functional improvements, Subtenant may alter or modify the Furniture only with the prior written consent of Sublandlord. Any part installed in connection with warranty or maintenance service or which cannot be removed without damaging the Furniture shall not do, nor permit to be done, any act or thing which is, or with notice or become the passage property of time would be, a default under this Sublease or the Master LeaseSublandlord. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at law.

Subtenant’s Obligations. (a) Subtenant covenants and agrees that all obligations of Sublandlord under the Master Lease shall be done or performed by Subtenant with respect to the Sublease Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms of this Sublease, shall, upon notice to Subtenant from Sublandlord, be deemed an "Event of Default" hereunder). Provided Subtenant is given notice and the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any of Sublandlord's obligations under the Master Lease whichthat, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which that is, or with notice or the passage of time would be, a default under this Sublease or the Master Lease. (b) Subtenant . Sublandlord agrees to forward to Sublandlordindemnify Subtenant, promptly upon receipt thereofand hold it harmless, copies from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord Sublandlord's obligations under the Master Lease in that, as a result of this Sublease, expressly do not become an obligation of Subtenant such as the event of a similar default on the part of Sublandlord thereunder or (ii) at lawobligation to pay operating expenses.

Subtenant’s Obligations. Subtenant shall be required to keep the non-structural portions of the interior of the Premises in good order, condition and repair, including without limitation (ai) Subtenant covenants routine repair and agrees that all obligations maintenance (including minor changes to electrical, minor painting, and minor interior repairs and maintenance on such items as ceiling tiles and door handles, plumbing repair, light bulb replacement, and overhead screen repairs), (ii) sole responsibility for painting, repair, and replacement of Sublandlord under wall coverings and window coverings (window coverings must meet the requirements of Exhibit C attached to the Master Lease Lease), and (iii) repair and replacement of Subtenant Owned Alterations. Subtenant shall perform minor (tenant improvements) modifications, e.g., installation of additional security card readers and moving air conditioning vents. Subtenant shall pay to Sublandlord as additional rent the cost of any maintenance and repair of any equipment (wherever located) that serves only Subtenant or the Premises. Subtenant shall be done or performed by Subtenant responsible for all ordinary expenses in connection with respect to the Sublease Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by use of the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to Furniture during the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms term of this Sublease, shallincluding the cost of keeping the Furniture in good condition and repair, upon notice ordinary wear and tear excepted. Rent under this Sublease shall not be prorated or abated while any item of Furniture is being serviced or repaired. Sublandlord shall not be under any liability or obligation in any manner to Subtenant from Sublandlordprovide service, be deemed an "Event of Default" hereunder)maintenance, repairs or parts for the Furniture. Provided Subtenant is given notice and At the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any request of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated furnish reasonable assurances of Furniture maintenance to the rights reasonable satisfaction of Sublandlord concerning said paymentSublandlord. Subtenant shall may not do, nor permit to be done, any act materially alter or thing which is, or with notice or modify the passage Furniture without the prior written consent of time would be, a default under this Sublease or the Master Lease. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies which consent may be granted or withheld at Sublandlord’s reasonable discretion. Any part installed in connection with maintenance service or which cannot be removed without damaging the Furniture shall become the property of any notices received by Subtenant from Landlord or from any governmental authoritiesSublandlord. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at law.

Subtenant’s Obligations. (a) Subtenant covenants and agrees that all obligations of Sublandlord under the Master Lease shall be done or performed by Subtenant with respect to the Sublease Premises, except as otherwise provided by this Sublease, and Subtenant's ’s obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms of this Sublease, shall, upon notice to Subtenant from Sublandlord, be deemed an "Event of Default" hereunder). Provided Subtenant is given notice and the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' ’ fees) incurred as a result of the non-performance, non-observance or non-payment of any of Sublandlord's ’s obligations under the Master Lease whichthat, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which that is, or with notice or the passage of time would be, a default under this Sublease or the Master Lease. (b) Notwithstanding the foregoing, Subtenant agrees shall have no obligation to forward (i) cure any default of Sublandlord under the Master Lease, (ii) perform any obligation of Sublandlord under the Master Lease which arose prior to the Sublease Commencement Date and Sublandlord failed to perform, (iii) repair any damage to the Sublease Premises caused by Sublandlord, promptly upon receipt thereof(iv) remove any alterations or additions installed within the Sublease Premises by Sublandlord, copies (v) indemnify Sublandlord or Landlord with respect to any negligence or willful misconduct of Sublandlord, its agents, invitees, employees or contractors or other subtenants of the Building other than Subtenant, or (vi) discharge any liens on the Sublease Premises or the Building which arise out of any notices received work performed, or claimed to be performed, by Subtenant from Landlord or from any governmental authoritiesat the direction of Sublandlord. (c) In no event shall Subtenant be liable for any violations (“Existing Violations”) of applicable law with respect to the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all Premises existing on the Sublease Commencement Date of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at lawSublease.

Subtenant’s Obligations. During the Sublease Term, except for Sublandlord’s obligations provided in Section 8.1 above, Subtenant shall, at its sole cost and expense, maintain the Sublease Premises (ataking into account the standard for surrender of the Sublease Premises as set forth in Section 9.4) in good order and repair, except for damage by casualty or condemnation, Sublandlord’s obligations or other conditions that Subtenant covenants is not responsible for under this Sublease, but including, without limitation, all Subtenant’s Insured Property (as defined in Section 10.2), the carpet, wall-covering, interior doors, horizontal distribution portions of plumbing and agrees that all obligations of other fixtures, equipment, alterations and improvements, located exclusively in, and serving exclusively, the Sublease Premises, whether installed by Sublandlord under or Subtenant. Subtenant shall keep the Master Lease Sublease Premises reasonably clean and orderly in accordance with Sublandlord’s standards for the Building. All repairs made by Subtenant shall be done at least equal to the original work in class and quality and shall be performed in good workmanlike manner. Further, Subtenant shall be responsible for, and upon written demand by Sublandlord shall promptly reimburse Sublandlord for, any damage to any portion of the Property or performed the Sublease Premises caused by (i) Subtenant’s activities on the Property or the Sublease Premises; (ii) the performance or existence of any alterations, additions or improvements made by Subtenant with respect in or to the Sublease Premises; (iii) the installation, except as otherwise provided by this Subleaseuse, and operation or movement of Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate ’s property in or be required by about the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to Property or the Sublease Premises; or (iv) any negligence or willful misconduct by Subtenant or its officers, to comply with and remedy any default partners, employees, agents, contractors or invitees. The foregoing matters as set forth in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due clauses (i)-(iv) shall not be applicable to the fact that notice of default from extent caused by Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms of this Subleaseor its agents, shall, upon notice to Subtenant from Sublandlord, be deemed an "Event of Default" hereunder). Provided Subtenant is given notice and the opportunity to cure such act employees or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which is, or with notice or the passage of time would be, a default under this Sublease or the Master Leasecontractors. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at law.

Subtenant’s Obligations. Subtenant shall be responsible for, and shall pay the following (awhich, if payable to Sublandlord, shall be deemed Additional Rent hereunder): 9.1. Subtenant acknowledges that the Sublease Premises (other than the Common Area Space) are separately metered for electric consumption. Subtenant will arrange with the Electrical Service Provider to have the electrical service to the Sublease Premises (other than the Common Area Space) put in Subtenant’s own name and billed directly to Subtenant. Throughout the Sublease Term, Subtenant shall pay the Electrical Service Provider of such electric services directly for the services consumed at the Sublease Premises. Subtenant covenants and agrees that to pay when due the charges for all such electrical service. If any electric utility charges relating to electricity consumed at the Sublease Premises (other than the Common Area Space) are billed directly to Sublandlord, then Subtenant will reimburse Sublandlord for the actual amount of such charges, without markup, promptly upon Subtenant’s receipt of appropriate bills therefor. Subtenant shall hold Sublandlord harmless from all costs or expenses Sublandlord may incur from Subtenant’s failure to pay utility bills or to perform any of its obligations of Sublandlord under the Master Lease shall be done or performed by Subtenant with respect to the purchase of utilities. All utilities serving the Sublease PremisesPremises are paid in full as of the date hereof. The cost of electrical service to the Common Area Space shall be included in Operating Expenses. 9.2. Commencing on January 1, 2012, Subtenant shall pay to Sublandlord, as Additional Rent, on a monthly basis, without any set-off, deduction or abatement whatsoever (except as otherwise provided expressly permitted hereunder or under the Prime Lease), one-twelfth (1/12) of the amount, if any, equal to the sum of (a) the Sublease Share of the amount by this Subleasewhich the estimated Operating Expenses exceeds the Base Year Operating Expenses and (b) the Sublease Share of the amount by which the estimated Taxes exceeds the Base Year Taxes. These payments shall be paid in advance on or before the first day of each calendar month of the Term. On or before May 31 of each year during the Sublease Term, Sublandlord shall furnish Subtenant a written statement of reasonable estimated Operating Expenses and Taxes allocable to the Sublease Premises. If such written statement is furnished after the commencement of a calendar year, within thirty (30) days of written receipt, Subtenant shall also make a retroactive lump-sum payment to Landlord equal to the monthly payment amount multiplied by the number of months during the calendar year for which no payment was paid. Notwithstanding the foregoing, Sublandlord reserves the right, from time to time during each year, but no more frequently than once per year, to revise the estimated Operating Expenses allocable to the Sublease Premises and upon notice to Subtenant of such revision, Subtenant shall adjust its payment to Sublandlord accordingly. Notwithstanding the foregoing, in no event shall the aggregate amount payable by Subtenant for any calendar year on account of Controllable Expenses (as defined below) exceed the amount that is equal to the Controllable Expenses payable by Subtenant for the immediately prior calendar year, as increased by six percent (6%). As used herein, “Controllable Expenses” mean all operating costs excluding costs and expenses for insurance, utilities, Property Taxes, snow and ice removal, and Subtenant's obligations union wages. The foregoing limitation on Controllable Expenses shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or on a cumulative “rolling average” basis over the Lease Term, so that, for example, if Controllable Expenses only increase by five percent (5%) in a particular Year, an increase of seven percent (7%) shall be required by the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, permitted with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms of this Sublease, shall, upon notice to Subtenant from Sublandlord, be deemed an "Event of Default" hereunder). Provided Subtenant is given notice and the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which is, or with notice or the passage of time would be, a default under this Sublease or the Master Leasefollowing Year. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at law.

Subtenant’s Obligations. (a) Notwithstanding the designation of the costs of Sublandlord's obligation to keep the Premises in good condition and repair as Operating Expenses, Subtenant covenants and agrees that all obligations of Sublandlord under the Master Lease shall be done or performed by Subtenant with respect solely responsible for payment of the cost therefore to Sublandlord as additional rent for that portion of the Sublease cost of any maintenance and repair of the Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by any equipment (wherever located) that serves only Subtenant or the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with the extent such cost is attributable to causes beyond normal wear and remedy tear. Subtenant shall also be solely responsible for the cost of painting, repairing or replacing wall coverings, and to repair or replace any default in this Sublease Premises improvements that that are not ordinarily a part of the Building or are above then Building standards. Sublandlord may, at its option, upon reasonable notice, elect to have Subtenant perform any particular such maintenance or repairs the Master Lease cost of which is Subtenant's obligation to cure, within sole responsibility hereunder. Subtenant shall be responsible for all ordinary expenses in connection with the period allowed to Sublandlord under use of the Furniture during the term of this Sublease. Subtenant, even if such time period is shorter than at its sole cost and expense, shall keep the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant Furniture in good condition and repair, ordinary wear and tear excepted. Rent under this Sublease and shall not be prorated or abated while any item of Furniture is being serviced or repaired. Sublandlord shall not be under any liability or obligation in any manner to provide service, maintenance, repairs or parts for the Master Lease as incorporated by the terms of this Sublease, shall, upon notice Furniture. Sublandlord shall assign to Subtenant from all manufacturer, dealer, or supplier warranties applicable to the Furniture to enable Subtenant to obtain any warranty service available for the Furniture. Sublandlord appoints Subtenant as Sublandlord, 's attorney-in-fact for the purpose of enforcing any warranty. Any enforcement by Subtenant shall be deemed an "Event at the expense of Default" hereunder). Provided Subtenant is given notice and shall in no way render Sublandlord responsible to Subtenant for the opportunity to cure such act or omission in accordance with the terms of the Master Lease as incorporated into this Sublease, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment performance of any of the warranties. At the reasonable request of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated furnish proof of Furniture maintenance to the rights reasonable satisfaction of Sublandlord concerning said paymentSublandlord. Other than in conformity with the manufacturer's warranty and/or functional improvements, Subtenant may alter or modify the Furniture only with the prior written consent of Sublandlord. Any part installed in connection with warranty or maintenance service or which cannot be removed without damaging the Furniture shall not do, nor permit to be done, any act or thing which is, or with notice or become the passage property of time would be, a default under this Sublease or the Master LeaseSublandlord. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under the Master Lease in the event of a similar default on the part of Sublandlord thereunder or (ii) at law.

Subtenant’s Obligations. (a) Subtenant covenants and agrees that all obligations of Sublandlord under the Master Lease shall be done or performed responsible for, and shall, beginning on the Commencement Date, pay the following: A. Charges for electricity shall be payable by Subtenant with respect to the Sublease Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord and Landlord as Sublandlord may determine to be appropriate or be required by the respective interests of Sublandlord and Landlord. Anything contained in any provision of this Sublease to the contrary notwithstanding, Subtenant agrees, with respect to the Sublease Premises, to comply with and remedy any default in this Sublease or the Master Lease which is Subtenant's obligation to cure, within the period allowed to Sublandlord under this Sublease, even if such time period is shorter than the period otherwise allowed under the Master Lease due to the fact that notice of default from Sublandlord to Subtenant is given after the corresponding notice of default from Landlord to Sublandlord (any such default not cured within the time period allowed to Subtenant under this Sublease and the Master Lease as incorporated by the terms Section 1(R) of this Sublease, shall, upon notice to Subtenant from . If Sublandlord, in its reasonable discretion exercised at any time during the Term, determines that its electricity charges have increased as a result of Subtenant's consumption of electricity in the Premises in excess of normal amounts for office use, then Sublandlord may, at Sublandlord's expense, conduct a survey of Subtenant's electric usage (which shall be deemed performed by an "Event of Default" hereunderindependent engineer or electrical consultant and which shall use standard methods used by electrical engineers and consultants to determine consumption). Provided Subtenant is given notice If the survey shows that Subtenant's average consumption of electricity exceeds consumption for normal office use, taking into account the size of the Premises, then Sublandlord, at its option may elect that Subtenant's electricity will be measured by a submeter and the opportunity to cure such act or omission invoiced in accordance with the terms of the Master Lease as incorporated into this Subleaseconsumption measured thereby. In such case, Subtenant agrees to indemnify Sublandlord, and hold it harmless, from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred as a result of the non-performance, non-observance or non-payment of any of Sublandlord's obligations under the Master Lease which, as a result of this Sublease, became an obligation of Subtenant. If Subtenant makes any payment to Sublandlord pursuant to this indemnity, Subtenant shall be subrogated to the rights of Sublandlord concerning said payment. Subtenant shall not do, nor permit to be done, any act or thing which is, or with notice or the passage of time would be, a default under this Sublease or the Master Lease. (b) Subtenant agrees to forward to Sublandlord, promptly upon receipt thereof, copies of any notices received by Subtenant from Landlord or from any governmental authorities. (c) In the event Subtenant shall be in default of any covenant of, or shall fail to honor any obligation under this Sublease, Sublandlord shall have available to it against Subtenant all of the remedies available (i) to Landlord under Sublandlord and Subtenant shall each pay one half of the Master Lease in cost of installing and maintaining the event of a similar default on the part of Sublandlord thereunder or submeter, (ii) at lawsuch time as the submeter is operational, electricity shall be invoiced in accordance with the consumption measured by the submeter and the Base Rent shall be decreased by the amount thereof attributable to electricity, and (iii) Sublandlord will deliver invoices for electricity based on its actual cost (including applicable discounts received by Sublandlord from the utility provider) for kilowatts and kilowatt hours as measured by the submeter, without markup. Amounts so invoiced for electricity shall be payable by Subtenant as Additional Rent and shall be due within thirty (30) days after delivery to Subtenant. B. All maintenance, repairs and replacements as to the Premises and its equipment, and cleaning and refuse removal, to the same extent Sublandlord is obligated to perform the same under the Prime Lease. Subtenant's maintenance and repair obligations shall not include (i) capital improvements or replacements, unless necessitated by damage caused by Subtenant, its agents, employees or contractors, or persons claiming by, through or under Subtenant (collectively, "Subtenant Persons"), (ii) correction of any pre-existing violation of law or a change to any pre-existing condition of the Premises (unless necessitated by Subtenant's alterations or improvement work where such correction or change would not be required but for such work), or (iii) repairs to the demising wall installed as Sublandlord Improvement Work.