Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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. 14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days. 14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 8 contracts
Samples: Lease Agreement (Lender Processing Services, Inc.), Lease Agreement (Lender Processing Services, Inc.), Lease Agreement (Lender Processing Services, Inc.)
Tenant’s Default. 14.1 Any Each of the following shall constitute an Event of Default:
(a) Failure on the part of the Tenant to pay the Annual Fixed Rent, Additional Rent or other provisions charges for which provision is made herein on or before the date on which the same become due and payable, if such condition continues for five (5) business days after written notice that the same are due; provided, however if Tenant shall fail to pay any of the foregoing (after receipt by Tenant of written notice from Landlord) when due two (2) times in any period of twelve (12) consecutive months, then Landlord shall not be required to give notice to Tenant of any future failure to pay during the remainder of the Term and any extension thereof, and such failure shall thereafter constitute an Event of Default if not cured within five (5) business days after the same are due.
(b) Failure on the part of the Tenant to perform or observe any other term or condition contained in this Lease notwithstanding, it if the Tenant shall be an event of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and not cure such failure continues for a period of ten within thirty (1030) days after written notice from the Landlord to the Tenant thereof, provided that in the case of breaches of obligations under this Lease which are susceptible to cure but cannot be cured within thirty (30) days through the exercise of due diligence, so long as the Tenant commences such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than cure within thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day periodbreach remains susceptible to cure, and provided further that the Tenant is proceeding with due diligence diligently pursues such cure, such breach shall not be deemed to effect a cure of said create an Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety .
(90c) days following notice from Landlord of such violation, default or breach, or (iii) Tenant 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 The taking of the United States Code), as now estate hereby created on execution or hereafter in effect, by other process of law; or under any similar a judicial declaration that the Tenant is bankrupt or insolvent according to 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or assignment of the Premises shall be appointed in any proceedings brought by or against property of the Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors; or the appointment of a receiver, guardian, conservator, trustee in bankruptcy or other similar officer to take charge of all or any substantial part of the Tenant’s property by a court of competent jurisdiction; or the filing of an involuntary petition against the Tenant under any provisions of the bankruptcy act now or hereafter enacted if the same is not dismissed within ninety (90) days; the filing by the Tenant of any voluntary petition for relief under provisions of any bankruptcy law now or hereafter enacted. If an Event of Default shall admit occur and be continuing without cure, then, 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 any such case, whether or not the Term shall have no application begun, the Landlord lawfully may, immediately or at any time thereafter, give written notice to the Events Tenant specifying the Event of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease shall come to an end on the date specified therein as fully and shall continue in default completely as if such date were the date herein originally fixed for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from the Lease Term, and after the giving of notice Tenant will then quit and surrender the Premises to the Landlord, but the Tenant shall remain liable as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayshereinafter provided.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 5 contracts
Samples: Lease (Voyager Therapeutics, Inc.), Lease (Voyager Therapeutics, Inc.), Lease Agreement (Blueprint Medicines Corp)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following events shall be deemed to be an event of default (“Event of Default”) ” under this Lease ifLease: (i) Tenant fails failure to pay any installment of rent Rent or any other sum payable by Tenant hereunder monetary obligation as and when due due, and such failure continues for a period five (5) Business Days after Tenant’s receipt of ten (10) days after Landlord’s written notice from Landlord to Tenant that such payment has not been received, or thereof; (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, abandons the Premises; provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord a cessation of such violation, default or breach, or business as permitted herein be deemed abandonment by Tenant; (iii) Tenant files a petition commencing a voluntary casebecomes insolvent, 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make makes an assignment for the benefit of creditors, or institutes a proceeding under state or federal bankruptcy laws (or successor laws) or Tenant shall admit be adjudged bankrupt or insolvent in writing its inability proceedings filed against Tenant; (iv) a writ of attachment or execution is levied on this Lease, or a receiver is appointed with authority to pay its debts generally as they become due. The notice and grace period provisions in clauses take possession of the Premises, which attachment, execution or receiver is not removed within thirty (i30) and (ii) above shall have no application to the Events days of Default referred to in clauses (iii) through filing or appointment of a receiver; (v) above.
14.2 If Tenant shall fail to make any payment of rent when due be liquidated or if dissolved; (vi) Tenant shall fail violate Section 22 hereof; (vii) the estate or interest of Tenant in the Premises or any part thereof shall be levied upon or attached in any proceeding relating to keep more than One Hundred Thousand and perform any express written covenant No/100 Dollars ($100,000.00), and the same shall not be vacated, discharged or stayed pending appeal (or bonded or otherwise similarly secured payment) within the earlier of this Lease and shall continue in default for a period of ten sixty (1060) days after commencement thereof or thirty (30) days after receipt by Tenant has received of notice thereof from Landlord or any earlier period provided by Law for obtaining any stay pending appeal or to prevent foreclosure or sale; provided, however, that such notice shall be in lieu of and not in addition to any notice required under applicable Law; (viii) Tenant fails to maintain any insurance required by this Lease; (ix) failure of Tenant to replenish the Security Deposit or provide a replacement Letter of Credit as provided in Section 5.E; and (x) failure by Tenant to perform any other covenant, agreement or undertaking of the Tenant contained in this Lease if the failure to perform is not cured within thirty (30) days after Tenant’s receipt of Landlord’s written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, thereof; provided, however, if any default shall occur (other than in the payment of rent) which breach cannot reasonably be cured within a period thirty (30) days, the same shall not result in an Event of Default if Tenant commences to cure the breach within thirty (30) days of receipt of Landlord’s written notice and Tenantdiligently and in good faith continues to prosecute the cure of said breach to completion, prior to the expiration of thirty provided such breach is cured within ninety (3090) days from and after the giving Tenant’s receipt of Landlord’s written notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysthereof.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 4 contracts
Samples: Master Lease Agreement (Cracker Barrel Old Country Store, Inc), Master Lease Agreement (Cracker Barrel Old Country Store, Inc), Master Lease Agreement (Cracker Barrel Old Country Store, Inc)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be anyone or more of the following events (herein sometimes called an event of default (“"Event of Default”") under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the fixed rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and such failure payable, and the same continues for a period of ten five (105) business days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(ii) Landlord having rightfully given the notice specified in subsection(a)(i) above twice in any calendar year, Tenant fails shall thereafter in the same calendar year fail to observe pay the fixed rent, Additional Rent or perform other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any other material covenant or agreement portion of Tenant herein contained the Premises in violation of the requirements of Sections 5.6through 5.6.5 of this Lease and such failure the same continues for fifteen (15)business days after written notice given by from Landlord thereof; or
(iv) Tenant shall neglect or fail to perform or observe any other covenant herein contained on behalf of Landlord Tenant's part to be performed or observed and Tenant for more than shall fail to remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(v) Tenant's leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vi) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) all cases which canis not be cured dismissed within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:days after filing; or
Appears in 4 contracts
Samples: Lease Agreement (Irobot Corp), Lease Agreement (Irobot Corp), Lease Agreement (Irobot Corp)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following shall be constitute an event of default (“Event of Default”:
(a) under this Lease if: (i) Failure on the part of the Tenant fails to pay any installment of rent the Annual Fixed Rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and payable, if such failure condition continues for a period of ten (10) days after written notice from Landlord that the same are due.
(b) Failure on the part of the Tenant to Tenant that such payment has not been received, perform or (ii) Tenant fails to observe or perform any other material covenant term or agreement of condition contained in this Lease if the Tenant herein contained and shall not cure such failure continues within thirty (30) days after written notice given by or on behalf of from the Landlord to the Tenant for more than thereof, provided that in the case of breaches that are not reasonably susceptible to cure within thirty (30) days through the exercise of due diligence, then so long as the Tenant commences such cure within thirty (30) days, providedand the Tenant diligently pursues such cure to completion, however, that if such non-monetary Event of Default by Tenant canbreach shall not reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence deemed to effect a cure of said create an Event of Default, no Event .
(c) The taking of Default hereunder shall be declared the estate hereby created on execution or by Landlord if Tenant continues to proceed with diligence to cure said Event other process of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default law; or breacha judicial declaration that the Tenant, or (iii) Tenant files a petition commencing a voluntary caseany guarantor of this Lease, is bankrupt or insolvent according to law; or any assignment of the property of the Tenant, or has filed against it a petition commencing an involuntary caseany guarantor of this Lease, 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors; or the appointment of a receiver, guardian, conservator, trustee in bankruptcy or other similar officer to take charge of all or any substantial part of the property of Tenant, or any guarantor of this Lease, by a court of competent jurisdiction, which officer is not dismissed or removed within ninety (90) days; or the filing of an involuntary petition against the Tenant, or any guarantor of this Lease, under any provisions of the bankruptcy act now or hereafter enacted if the same is not dismissed within ninety (90) days; the filing by the Tenant, or any guarantor of this Lease, of any voluntary petition for relief under provisions of any bankruptcy law now or hereafter enacted. If an Event of Default shall admit occur, then, 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 any such case, whether or not the Term shall have no application begun, the Landlord lawfully may, immediately or at any time thereafter, give notice to the Events Tenant specifying the Event of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease shall come to an end on the date specified therein as fully and shall continue in default completely as if such date were the date herein originally fixed for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from the Lease Term, and after the giving of notice Tenant will then quit and surrender the Premises to the Landlord, but the Tenant shall remain liable as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayshereinafter provided.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 3 contracts
Samples: Sublease Agreement (Aveo Pharmaceuticals Inc), Sublease Agreement (Immunogen Inc), Lease (Alkermes Inc)
Tenant’s Default. 14.1 Any The occurrence of any one or more of the following events shall constitute a default and breach of this Lease by Tenant:
(a) the vacating for more than 30 days or abandonment of the Demised Premises by Tenant, or the failure to operate in accordance with this Lease on the Demised Premises for more than 10 days;
(b) failure by Tenant to pay any Rent or any other amounts when required hereunder;
(c) failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant, except the payment of Rent, where such failure shall continue for a period of thirty (30) days after written notice thereof by Landlord to Tenant (provided, however, that if the nature of Tenant’s default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion, but in no event beyond an additional thirty (30) days);
(d) the making by Tenant or Guarantor of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant or Guarantor of a petition to have Tenant or Guarantor adjudged a bankrupt, or a petition or a reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant or Guarantor, the same is dismissed within sixty (60) days); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Demised Premises or of Tenant’s interest in this Lease notwithstandingLease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Demised Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days;
(e) any of the Liquor Licenses being suspended or in imminent danger of being revoked or the revocation for any reason whatsoever; or
(f) the performance of any action at the Premises which violates any Law or the failure of Tenant to comply at all times with all Laws; Notwithstanding the cure period allowed by any of the subparagraphs above, it shall be an event of immediate default (“Event of Default”) under this Lease Lease, without any notice or cure period, if: (i) Tenant fails to pay any installment surrender the Demised Premises to Landlord upon the expiration or sooner termination of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been receivedthe Lease, or (ii) Tenant fails to observe or perform if any other material covenant or agreement failure of Tenant herein contained and such failure continues after written notice given by to comply with any provision of this Lease jeopardizes any insurance coverage or causes or results in a dangerous condition on behalf the Demised Premises or the remainder of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breachthe Property, or (iii) any order or judgment is entered against Tenant 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 Demised Premises which is not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereoffully covered by insurance, or (iv) a custodianTenant assigns, receiversubleases, trustee or liquidator of Tenant otherwise transfers or of conveys all or substantially all any portion of Tenant’s property its interest in this Lease or the Demised Premises in violation of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointmentthis Lease, or (v) Tenant engages in any activity which violates any Law or fails to comply with any Law or any person or entity on the Demised Premises engages in any activity which violates any Law or fails to comply with any Law. In no event shall generally not pay Tenant’s debts as such debts become duefinancial inability be considered a reasonable ground for failure of Tenant to cure any breach of, or shall make an assignment for failure to comply with, 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysLease.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 3 contracts
Samples: Lease Agreement, Business Lease (VCG Holding Corp), Business Lease (VCG Holding Corp)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of A default (“Event of Default”) under this Lease if: by Tenant shall exist if any of the following events shall occur (as applicable, a “Default”):
(i) If Tenant fails to pay any installment of rent Rent or any other sum payable by required to be paid hereunder within five (5) days after the date of Tenant’s receipt of written notice from Landlord that such amount was not received when due; or
(ii) If Tenant hereunder when due fails to perform any term, covenant or condition of this Lease except those requiring the payment of money, and Tenant shall have failed to cure such failure continues for a period of ten breach within twenty (1020) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, Landlord; provided, however, that if such non-monetary Event of Default failure by Tenant its nature cannot reasonably be cured within the twenty (20) day period, then Tenant shall not be in Default if Tenant promptly commences the performance of such cure within the twenty (20) day period and diligently thereafter prosecutes the same to completion; or
(iii) If Tenant shall have abandoned the Premise; or
(iv) In the event of a general assignment by Tenant for the benefit of creditors; the filing of any voluntary petition in bankruptcy by Tenant or the filing of an involuntary petition by Tenant’s creditors, which involuntary petition remains undischarged for thirty (30) day period, and provided further that Tenant is proceeding with due diligence days; the employment of a receiver to effect a cure take possession of said Event substantially all of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default Tenant’s assets or breach, or (iii) Tenant 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 any part of the United States Code)Premises, 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 if such receivership remains undissolved 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 thirty (6030) days after creation thereof; the filing thereofattachment, execution or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or other judicial seizure of all or substantially all of Tenant’s property assets or any part of the Premises shall be appointed in any proceedings brought by Premises, if such attachment or against Tenant and, in the latter case, such entity shall not be discharged within sixty other seizure remains undismissed or undischarged for thirty (6030) days after such appointment or the levy thereof; the admission by Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing of its inability to pay its debts generally as they become due. The notice and grace period provisions ; the filing by Tenant of a petition seeking any reorganization or arrangement, composition, readjustment, liquidation, dissolution or similar relief under any present or future statute, law or regulation; the filing by Tenant of an answer admitting or failing timely to contest a material allegation of a petition filed against Tenant in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, howeverproceeding; or, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving commencement of notice as aforesaidany proceeding against Tenant seeking any reorganization or arrangement, commences to eliminate composition, readjustment, liquidation, dissolution or similar relief under any present or future statute, law or regulation, such default and proceeds diligently to take steps to cure the same, Landlord proceeding shall not have the right to declare the term ended by reason thereof for an additional period of sixty been dismissed; or
(60v) days.
14.3 In the event The occurrence of any such Event other event specifically stated to be a Default under the provisions of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:this Lease.
Appears in 3 contracts
Samples: Office Lease Agreement, Office Lease Agreement (Geron Corp), Office Lease Agreement (Geron Corp)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of default (“"Event of Default”") under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s 's property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 3 contracts
Samples: Lease Agreement (Fidelity National Title Group, Inc.), Lease Agreement (Fidelity National Title Group, Inc.), Lease Agreement (Fidelity National Title Group, Inc.)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event of default (“Event of Default”) under this Lease if: by Tenant:
(i) If Tenant abandons or vacates the Premises; or
(ii) If Tenant fails to pay any installment of rent Rent or any other sum payable charges required to be paid by Tenant hereunder when due under this Lease and such failure continues for a period of ten (10) days after notice of such failure to pay rent such payment is due and payable; or
(iii) If Tenant fails to promptly and fully perform any other covenant, condition or agreement contained in this Lease and such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant that unless such payment has breach cannot been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than be remedied within thirty (30) daysdays in which case, provided, however, that if Tenant has begun such non-monetary Event of Default by Tenant cannot reasonably be cured remedy within such the thirty (30) day periodperiod and diligently proceeds to its completion, and provided further that Tenant is proceeding with due diligence to effect a cure the continuation of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety the breach after thirty (9030) days following notice from Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or a default under this Lease; or
(iv) If a custodian, receiver, trustee writ of attachment or liquidator of Tenant execution is levied on this Lease or of all or substantially all on any of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or Property; or
(v) If Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an makes a general assignment for the benefit of creditors, or shall admit in writing provides for an arrangement, composition, extension or adjustment with its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses creditors; or
(ivi) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due files a voluntary petition for relief or if a petition against Tenant shall fail to keep in a proceeding under the federal bankruptcy laws or other insolvency laws is filed and perform not withdrawn or dismissed within forty-five (45) days thereafter, or if under the provisions of any express written covenant law providing for reorganization or winding up of this Lease corporations, any court of competent jurisdiction assumes jurisdiction, custody or control of Tenant or any substantial part of its property and shall continue such jurisdiction, custody or control remains in default force unrelinquished, unstayed or unterminated for a period of ten forty-five (1045) days after days; or
(vii) If in any proceeding or action in which Tenant is a party, a trustee, receiver, agent or custodian is appointed to take charge of the Premises or Tenant’s Property (or has received written notice the authority to do so) for the purpose of such default and demand enforcing a lien against the Premises or Tenant’s Property; or
(viii) If Tenant is a partnership or consists of performance from Landlord, Landlord may commence judicial proceedings, provided, howevermore than one (1) person or entity, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more partner of the following remedies:partnership or other person or entity is involved in any of the acts or events described in subparagraphs d through g above.
Appears in 3 contracts
Samples: Office Lease (Arcadia Biosciences, Inc.), Office Lease (Arcadia Biosciences, Inc.), Office Lease (Arcadia Biosciences, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The following shall be an event constitute defaults of default Tenant hereunder:
(“Event of Default”) under this Lease if: (ia) Tenant fails shall fail to pay when due any installment of rent Base Rent or any other sum payable by Tenant hereunder when due under terms of this Lease, and Tenant shall fail to remedy such failure continues for a period of within ten (10) days after Landlord shall have given Tenant written notice from Landlord to Tenant that specifying such payment has not been received, or failure;
(iib) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant the covenants herein contained on Tenant's part to be performed or observed and Tenant shall fail to remedy such failure continues after written notice given by or on behalf of Landlord to Tenant for more than default within thirty (30) daysdays after Landlord shall have given to Tenant written notice specifying such neglect or failure (or within such period, providedif any, however, as may be reasonably required to cure such default if it is of such nature that if such non-monetary Event of Default by Tenant it cannot reasonably be cured within such thirty thirty-day period and Tenant proceeds with reasonable diligence thereafter to cure such default);
(30c) day periodThis Lease or the Premises or any part thereof shall be taken upon execution or by other process of law directed against Tenant, or shall be taken upon or subject to any attachment at the instance of any creditor of or claimant against Tenant, and provided further that Tenant is proceeding with due diligence to effect a cure such, attachment shall not be discharged or disposed of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond within ninety (90) days following notice from Landlord of such violation, default or breach, or after the levy thereof;
(iiid) Tenant files shall lock the Premises so as to prevent the entry therein of Landlord or Landlord's representatives as permitted by the terms of this Lease and the same is not corrected within three (3) days of written notice by Landlord to Tenant;
(e) Tenant shall:
(i) Make an assignment of all or a petition commencing a voluntary case, substantial part of Tenant's property for the benefit of creditors;
(ii) Apply for 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 consent to 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, acquiesce in the case appointment of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all a substantial part of Tenant’s 's property or of the Premises shall be appointed or of Tenant's interest in this Lease; or
(iii) File a voluntary petition in bankruptcy or a petition or an answer seeking reorganization under any bankruptcy or insolvency law or an arrangement with creditors, or take advantage of any insolvency law or file an answer admitting the material allegations of a petition filed against Tenant in any proceedings brought by bankruptcy, reorganization or against insolvency proceedings; or
(f) The entry of a court order, judgment or decree without the application, approval or consent of Tenant, approving a petition seeking reorganization of Tenant andunder any bankruptcy or insolvency law or appointing a receiver, trustee or liquidator of Tenant or of all or a substantial part of Tenant's property or of the Premises or of Tenant's interest in the latter casethis Lease, or adjudicating Tenant as bankrupt or insolvent, and such entity order, judgment or decree shall not be discharged vacated, set aside or stayed within sixty ninety (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (3090) days from and after the giving date of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysentry.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 3 contracts
Samples: Lease (Brooks Automation Inc), Lease (Helix Technology Corp), Lease (Brooks Automation Inc)
Tenant’s Default. 14.1 Any other provisions in Tenant’s failure to perform any of its obligations under this Lease notwithstanding, it when due and in the manner required shall be an event of constitute a material breach and default (“Event of Default”) under of this Lease if: (iby Tenant, subject to any cure period(s) Tenant fails to pay any installment of rent permitted or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been receivedavailable under applicable laws or statutes. In addition, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event the following shall also be deemed Events of Default by Tenant cannot reasonably be cured within such thirty hereunder:
(30a) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or failure to take possession of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.days or longer after the Commencement Date;
14.3 In (b) Tenant’s abandonment or vacation of the event Premises;
(c) any material misrepresentation or omission herein or in any financial statements or other materials provided by Tenant or any Guarantor in connection with negotiating or entering this Lease or in connection with any Transfer under Article 17;
(d) cancellation of any guaranty of this Lease by any Guarantor;
(e) failure by Tenant to cure within any applicable times permitted thereunder any default under any other lease for space in the Complex or any other buildings owned or managed by Landlord or its affiliates now or hereafter entered by Tenant; and any Default hereunder not cured within the times permitted for cure herein shall, at Landlord’s election, constitute a default under any other such Event lease or leases;
(f) The levy of Defaulta writ of attachment or execution on this Lease or on any of Tenant’s property;
(g) Tenant’s or any Guarantor’s general assignment for the benefit of creditors or arrangement, Landlord at composition, extension, or adjustment with its creditors;
(h) Tenant’s or any time thereafter may at Guarantor’s filing of a voluntary petition for relief, or the filing of a petition against Tenant or any Guarantor in a proceeding under the Federal Bankruptcy laws or other insolvency laws which is not withdrawn or dismissed within forty-five (45) days thereafter; or, under the provisions of any law providing for reorganization or winding up of corporations, the assumption by any court of competent jurisdiction of jurisdiction, custody, or control of Tenant or any substantial part of its option exercise property, or of any remedies available Guarantor, where such jurisdiction, custody, or control remains in force unrelinquished, unstayed, or unterminated for a period of forty five (45) days;
(i) In any proceeding or action in which Tenant is a party, the appointment of a trustee, receiver, agent; or custodian to Landlord at law or in equity, including, without limitation, one or more take charge of the following remedies:Premises or Tenant’s Property for the purpose of enforcing a lien against the Premises or Tenant’s Property; or
(j) If Tenant or any Guarantor is a partnership or consists of more than one (1) person or entity, the involvement of any partner of the partnership or other person or entity in any of the acts or events described in subsections (i) through (1) above.
Appears in 3 contracts
Samples: Sublease (Transcept Pharmaceuticals Inc), Sublease (Transcept Pharmaceuticals Inc), Office Lease (Novacea Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it (a) The occurrence of any one or more of the following events shall be constitute an event of default (“"Event of Default”) " of Tenant under this Lease if: Lease:
(i) if Tenant fails to pay any installment of rent Base Rent or any other sum payable by Tenant Additional Rent hereunder as and when such rent becomes due and such failure continues for seven (7) calendar days after Landlord gives written notice of such failure to Tenant;
(ii) if Tenant permits to be done anything which creates a period lien upon the Demised Premises and fails to discharge, bond such lien or post security with Landlord acceptable to Landlord within thirty (30) days after receipt by Tenant of written notice thereof;
(iii) if Tenant fails to maintain in force all policies of insurance required by this Lease and such failure shall continue for more than ten (10) days after written Landlord gives Tenant notice from Landlord to Tenant that of such payment has not been received, or failure;
(iiiv) Tenant fails to observe or perform if any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given petition is filed by or on behalf of Landlord to against Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default under any present or breach, future section or (iii) Tenant 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 chapter of the United States Bankruptcy Code), as now or hereafter in effect, or under any similar law, law or files statute of the United States 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, andthereof (which, in the case of any such an involuntary actionproceeding, such action shall is not be permanently discharged, dismissed, discharged stayed, or denied vacated, as the case may be, within sixty (60) days after the filing thereofof commencement), or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises if any order for relief shall be appointed entered against Tenant in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or proceedings;
(v) if Tenant shall generally not pay Tenant’s debts as such debts become due, becomes insolvent or shall make makes a transfer in fraud of creditors or makes an assignment for the benefit of creditors;
(vi) if a receiver, custodian, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses trustee is appointed for the Demised Premises or for all or substantially all of the assets of Tenant, which appointment is not vacated within sixty (i60) and days following the date of such appointment;
(iivii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep deliver to Landlord at least ten days prior written notice, accompanied by an additional security deposit equal to two monthly installments of Base Rent and then prevailing estimated Additional Rent, prior to vacating or abandoning the Demised Premises;
(viii) if Tenant fails to perform or observe any express written covenant other term of this Lease and such failure shall continue in default for a period of more than ten (10) days after Landlord gives Tenant has received written notice of such default failure;
(ix) Source Interlink Companies Inc., the Guarantor under the Guaranty dated of even date herewith and attached hereto as Exhibit “H”, breaches, defaults under or fails to comply with any or all of the requirements of such Guaranty; or
(x) if Tenant vacates or abandons the Demised Premises during the Term and fails to continue to comply with the terms of this Lease, including, but not limited to maintenance of required insurance covered and keeping the same in repair and secured.
(b) Upon the occurrence of any Event of Default Landlord may, at Landlord's option, without any demand or notice whatsoever (except as expressly required in this Section 22):
(i) Terminate this Lease by giving Tenant notice of performance termination, in which event this Lease shall expire and terminate on the date specified in such notice of termination and all rights of Tenant under this Lease and in and to the Demised Premises shall terminate. Tenant shall remain liable for all obligations under this Lease arising up to the date of such termination, and Tenant shall surrender the Demised Premises to Landlord on the date specified in such notice; or
(ii) Terminate this Lease as provided in Section 22(b)(i) hereof and recover from Landlord, Tenant all damages Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended incur by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equityTenant's default, including, without limitation, one or more a sum which, at the date of such termination, represents the (1) value of the excess, if any, of (a) the Base Rent, Additional Rent and all other sums which would have been payable hereunder by Tenant for the period commencing with the day following remedies:the date of such termination and ending with the Expiration Date had this Lease not been terminated, over (b) the aggregate reasonable rental value of the Demised Premises for the period commencing with the day following the date of such termination and ending with the Expiration Date had this Lease not been terminated (which is hereby stipulated and agreed shall not exceed sixty percent (60%) of the Rent reserved for such period under this Lease), plus (2) the costs of recovering possession of the Demised Premises and all other expenses incurred by Landlord due to Tenant's default, including, without limitation, reasonable attorney's fees, plus (3) the unpaid Base Rent and Additional Rent earned as of the date of termination plus any interest and late fees due hereunder, plus other sums of money and damages owing on the date of termination by Tenant to Landlord under this Lease or in connection with the Demised Premises, all of which shall be deemed immediately due and payable; provided, however, that such payments shall not be deemed a penalty but shall merely constitute payment of liquidated damages, it being understood and acknowledged by Landlord and Tenant that actual damages to Landlord are extremely difficult, if not impossible, to ascertain. The excess, if any, of subparagraph (ii)(1)(a) over subparagraph (ii)(1)(b) herein shall be discounted to present value at the "Treasury Yield" rate. "Treasury Yield" shall mean the rate of return in percent per annum of Treasury Constant Maturities for the length of time specified as published in document H.15(5 19) (presently published by the Board of Governors of the U.S. Federal Reserve System titled "Federal Reserve Statistical Release") for the calendar week immediately preceding the calendar week in which the termination occurs. If the rate of return of Treasury Constant Maturities for the calendar week in question is not published on or before the business day preceding the date the Treasury Yield in question is to become effective, then the Treasury Yield shall be based upon the rate of return of Treasury Constant Maturities for the length of time specified for the most recent calendar week for which such publication has occurred. If no rate of return for Treasury Constant Maturities is published for the specific length of time specified, the Treasury Yield for such length of time shall be the weighted average of the rates of return of Treasury Constant Maturities most nearly corresponding to the length of the applicable period specified. If the publishing of the rate of return of Treasury Constant Maturities is ever discontinued, then the Treasury Yield shall be based upon the index which is published by the Board of Governors of the U.S. Federal Reserve System in replacement thereof or, if no such replacement index is published, the index which, in Landlord's reasonable determination, most nearly corresponds to the rate of return of Treasury Constant Maturities. In determining the aggregate reasonable rental value pursuant to subparagraph (ii) (1)(b) above, the parties hereby agree that, at the time Landlord seeks to enforce this remedy, all relevant factors should be considered, including, but not limited to, (a) the length of time remaining in the Term, (b) the then current market conditions in the general area in which the Building is located, (c) the likelihood of reletting the Demised Premises for a period of time equal to the remainder of the Term, (d) the net effective rental rates then being obtained by landlords for similar type space of similar size in similar type buildings in the general area in which the Building is located, (e) the vacancy levels in the general area in which the Building is located, (f) current levels of new construction that will be completed during the remainder of the Term and how this construction will likely affect vacancy rates and rental rates and (g) inflation; or
Appears in 2 contracts
Samples: Industrial Lease Agreement (Source Interlink Companies Inc), Industrial Lease Agreement (Source Interlink Companies Inc)
Tenant’s Default. 14.1 Any other provisions in of this Lease notwithstanding, it shall be an a Tenant event of default (an “Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent Fixed Rent, Additional Rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after receipt of written notice from Landlord to Tenant that such payment has not been received, sum is unpaid (provided that Landlord shall only be required to notify Tenant twice within any twelve (12) month period after which Tenant’s failure to pay Fixed Rent or Additional Rent hereunder when due shall automatically constitute an Event of Default without the requirement of written notice to Tenant); or (ii) Tenant fails to perform or observe or perform any other material covenant covenant, condition or agreement of Tenant herein contained this Lease and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, ; provided, however, that if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such the said thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder then such thirty (30) day period shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, extended (but in no event shall longer that sixty (60) days) so long as Tenant commences promptly same and diligent prosecutes such cure remedy to completion; (iii) Tenant abandons the Premises for a period extend beyond ninety of more than thirty (9030) days following notice from Landlord of such violation, default or breach, and fails to pay Rent hereunder when due; or (iiiiv) Tenant 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 Unites 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 or insolvency 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:filing
Appears in 2 contracts
Samples: Lease Agreement (Spero Therapeutics, Inc.), Lease Agreement (Spero Therapeutics, Inc.)
Tenant’s Default. 14.1 Any other provisions For the purposes of this Section 17.1, if the term “Tenant”, as used in this Lease notwithstandingLease, it refers to more than one person, then, such term shall be an event deemed to include all of default (“Event such persons or any one of Default”) them; if any of the obligations of Tenant under this Lease if: are guaranteed, the term “Tenant”, as used in Section 17.1(e) and Section 17.1(f), shall be deemed to also include the guarantor or, if there is more than one guarantor, all or any one of them; and if this Lease has been assigned, the term “Tenant”, as used in Sections 17.1 (ia) through (g), inclusive, shall be deemed to include the assignee and assignor, jointly and severally, unless Landlord shall have, in connection with such assignment, previously released the assignor from any further liability under this Lease, in which event the term “Tenant”, as used in said subparagraphs, shall not include the assignor that was previously released. Xxxxxx’s continued occupancy and quiet enjoyment of the Premises and this Lease and the covenants and estate hereby granted are subject to the limitation that:
(a) if Tenant fails to pay make any installment payment of rent any Fixed Monthly Rent or Additional Rent within five (5) business days after Xxxxxx’s receipt of a factually correct written notice from Landlord that the amount in question is overdue; or [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION.
(b) if Tenant abandons the Premises without the payment of Rent; or
(c) if Tenant defaults in the keeping, observance or performance of any other sum payable covenant or agreement set forth in Sections 6.1, 6.2, or 19.3, and if such default continues and is not cured by Tenant hereunder when due ten (10) business days after Xxxxxx’s receipt of a factually correct written notice from Landlord that the default in question exists and requires cure; provided, however, if the nature of Tenant’s covenant or agreement is such failure continues for a period of that more than ten (10) days after written notice from Landlord are required for its performance, then Tenant shall not be in default if it shall commence such performance within such ten (10) day period and thereafter diligently pursue the same to completion within a reasonable time period or
(d) if Tenant that such payment has not been receiveddefaults in the keeping, observance or (ii) Tenant fails to observe or perform performance of any other material covenant or agreement including any provisions of the rules and regulations established by Landlord (other than a default of the character referred to in Sections 17.1 (a), (b) or (c)), and if such default continues and is not cured by Tenant herein contained and such failure continues within thirty (30) days after written notice Landlord has given by or on behalf of Landlord to Tenant for a notice specifying the same, provided, however, if the nature of Tenant’s covenant or agreement is such that more than thirty (30) daysdays are required for its performance, provided, however, that then Tenant shall not be in default if it shall commence such non-monetary Event of Default by Tenant cannot reasonably be cured performance within such thirty (30) day period and thereafter diligently pursues the same to completion within a reasonable time period, and provided further that Tenant is proceeding with due diligence ; :
(e) intentionally omitted; or
(f) if Tenant:
(i) applies for or consents to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breachthe appointment of, or the taking of possession by a receiver, custodian, trustee or liquidator of itself or of all or a substantial part of its property;
(ii) admits in writing its inability, or is generally unable, to pay its debts as such debts become due;
(iii) Tenant files makes a petition commencing general assignment for the benefit of its creditors;
(iv) commences a voluntary case, or has filed against it a petition commencing an involuntary case, case under the Federal Bankruptcy Code federal bankruptcy laws (Title 11 of the United States Code), as now or hereafter in effect);
(v) files a petition seeking to take advantage of any other law relating to bankruptcy, insolvency, reorganization, winding up, or under any similar lawcomposition or adjustment of debts;
(vi) fails to controvert in a timely or appropriate manner, or files or has acquiesces in writing to, any petition filed against it in an involuntary case under such bankruptcy laws;
(vii) takes any action for the purpose of effecting any of the foregoing; or
(g) if a petition proceeding or answer in bankruptcy case is commenced against Tenant, without the application or for reorganization or for an arrangement pursuant to any state bankruptcy law or any similar state law, andconsent of Tenant, in the case any court of any such involuntary actioncompetent jurisdiction, such action shall which is not be dismissed, discharged or denied dismissed within sixty ninety (6090) days after filing, seeking:
(i) the filing thereofliquidation, reorganization, dissolution, winding up, or Tenant consents composition or acquiesces in readjustment of debts, of Tenant; or
(ii) the filing thereof, or (iv) appointment of a custodiantrustee, receiver, trustee custodian, liquidator or liquidator the like of Tenant or of all or substantially all a substantial part of Tenant’s property its assets; or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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[***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. 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 CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION.
(iii) through (v) above.
14.2 If similar relief with respect of Tenant shall fail under any law relating to make any payment bankruptcy, insolvency, reorganization, winding up, or composition or adjustment of rent when due debts, and such proceeding or if Tenant shall fail to keep and perform any express written covenant of this Lease and case shall continue undismissed, or an order, judgment or decree approving or ordering any of the foregoing shall be entered and continue unstayed and in default effect, for a period of ten ninety (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (6090) days, or an order for relief against Tenant shall be entered in an involuntary case under such bankruptcy laws. then, in any or each such event, Tenant shall be deemed to have committed a material default under this Lease.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (Blackline, Inc.), Office Lease (Blackline, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay the fixed rent, Additional Rent or other charges for which provision is made herein on or before the date on which the same become due and payable, and the same continues for five (5) business days after written notice from Landlord thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (i) above twice in any installment calendar year, Tenant shall thereafter in the same calendar year fail to pay the fixed rent, Additional Rent or other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of rent the Premises in violation of the requirements of Sections 5.6 through 5.6.6 of this Lease; or
(iv) Tenant shall fail to perform or any other sum payable by Tenant hereunder when due observe some term or condition of this Lease which, because of its character, would immediately jeopardize Landlord’s interest (such as, but without limitation, failure to maintain general liability insurance, or the employment of labor and contractors within the Premises which interfere with Landlord’s work, in violation of Exhibit B-1), and such failure continues for a period of ten three (103) business days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(iiv) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(vi) Tenant’s leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Xxxxxx; or
(vii) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any future federal, state bankruptcy or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(viii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of ninety (i90) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of nine (90) days (whether or not consecutive) then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance). Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) days If this Lease shall have been terminated as provided in this Article, then Landlord may, without notice, re- enter the Premises, either by force, summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and after Tenant hereby waives the giving service of notice of intention to re-enter or to institute legal proceedings to that end.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 (a) or shall be otherwise terminated by breach of any obligation of Tenant, Tenant covenants and agrees forthwith to pay and be liable for, on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would, under the terms of this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Amounts received by Landlord after reletting shall first be applied against such Landlord’s expenses, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would fall due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant’s liability prior to any such reletting and such recovery not in any way to be diminished as a result of the following remedies:fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant’s obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms. Xxxxxxxx agrees to use reasonable efforts to relet the Premises after Tenant vacates the same in the event this Lease is terminated based upon an Event of Default by Tenant hereunder. The marketing of the Premises in a manner similar to the manner in which Landlord markets other premises within Landlord’s control within the Building shall be deemed to have satisfied Landlord’s obligation to use “reasonable efforts” hereunder. In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenant for the Premises until Landlord obtains full and complete possession of the Premises (including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant), (ii) relet the Premises before leasing other vacant space in the Building, or (iii) lease the Premises for a rental less than the current fair market rent then prevailing for similar office space in the Building.
(i) In the alternative, Landlord may elect, by notice given to Tenant at any time after such termination and whether or not Landlord shall have collected any damages under subsection (c) above, but as final damages and in lieu of all other damages beyond the date of such notice, to require Tenant to pay such a sum as at the time of the giving of such notice represents the amount of the excess, if any, of (a) the discounted present value, at a discount rate of 6%, of the total rent and other charges which would have been payable by Tenant under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above (b) the discounted present value, at a discount rate of 6%, of the total rent and other charges that would be received by Landlord if the Premises were released at the time of such notice for the remainder of the Lease Term at the fair market value (including provisions regarding periodic increases in rent if such are applicable) prevailing at the time of such notice as reasonably determined by Landlord, plus all expenses which Landlord may have incurred with respect to the collection of such damages.
(ii) For the purposes of this Article, if Landlord elects to require Tenant to pay damages in accordance with the immediately preceding paragraph, the total rent shall be computed by assuming that Tenant’s share of excess taxes, Tenant’s share of excess operating costs and Tenant’s share of excess electrical costs would be, for the balance of the unexpired Term from the date of such notice, the amount thereof (if any) for the immediately preceding annual period payable by Tenant to Landlord.
(e) In case of any Event of Default, re-entry, dispossession by summary proceedings or otherwise, Landlord may (i) re-let the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term of this Lease and may grant concessions, abatements or free rent to the extent that Xxxxxxxx considers advisable or necessary to re-let the same and (ii) may make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary for the purpose of reletting the Premises; and the making of such alterations, repairs and decorations shall not operate or be construed to release Tenant from liability hereunder as aforesaid. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for failure to collect the rent under re-letting. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, or in the event of Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease.
(f) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled lawfully, and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for. Further, nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.
(g) In lieu of any other damages or indemnity and in lieu of the recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.1, Landlord may elect to collect from Tenant, by notice to Tenant, given to Tenant at the time of termination and Tenant shall thereupon pay, as liquidated damages, an amount equal to the sum of the Annual Fixed Rent and all Additional Rent payable for the twelve (12) months ended next prior to such termination plus the amount of Annual Fixed Rent and Additional Rent of any kind accrued and unpaid at the time of such termination plus any and all expenses which the Landlord may have incurred for and with respect of the collection of any of such rent.
Appears in 2 contracts
Samples: Lease Agreement (Upstream Bio, Inc.), Lease Agreement (Upstream Bio, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any of the following events shall be an event of constitute a default hereunder by Tenant:
(“Event of Default”1) under this Lease if: (iIntentionally Deleted)
(2) If Tenant fails to pay any installment of rent or any other sum payable charges required to be paid by Tenant hereunder when due under this Lease and such failure continues for five (5) days after such payment is due and payable; provided, however, that the obligation of Tenant to pay a late charge or interest pursuant to this Lease shall commence as of the due date of the rent or such other monetary obligation and not on the expiration of such five (5) day grace period;
(3) If Tenant involuntarily transfers Tenant's interest in this Lease or voluntarily attempts to or actually transfers its interest in this Lease, without Landlord's prior written consent;
(4) If Tenant files a voluntary petition for relief, or if an involuntary petition against Tenant, is filed in a proceeding under the United States Bankruptcy Code or other federal or state insolvency laws and is not withdrawn or dismissed within forty-five (45) days thereafter; or if under the provisions of any law providing for reorganization or winding up of corporations, any court of competent jurisdiction assumes jurisdiction, custody or control of Tenant or any substantial part of the Premises or any of Tenant's personal property located at the Premises and such jurisdiction, custody or control remains in force unrelinquished, unstayed or unterminated for a period of ten forty-five (1045) days;
(5) If in any proceeding or action in which Tenant is a party, a trustee, a receiver, agent or custodian is appointed to take charge of the Premises or any of Tenant's personal property located at the Premises (or has the authority to do so) for the purpose of enforcing a lien against the Premises or Tenant's personal property;
(6) If Tenant shall make any general assignment for the benefit of creditors or convene a meeting of its creditors or any class thereof for the purpose of effecting a moratorium upon or composition of its debts, or any class thereof;
(7) If Tenant fails to discharge any lien placed as a result of Tenant's action or inaction upon the Premises, the Building or the Project within thirty (30) days after the imposition of such lien;
(8) If Tenant is a partnership or consists of more than one (1) person or entity, if any partner of the partnership or other person or entity is involved in any of the acts or events described in subparagraphs (1) through (8) above;
(9) If Tenant fails to promptly and fully perform any other covenant, condition or agreement contained in this Lease (other than as provided in subparagraphs (1) through (8) above) and such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant that such payment has not been receivedTenant, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and if such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be completely cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord then if Tenant continues fails to proceed with diligence to cure said Event of Default, but in no event shall commence such cure within such thirty (30) day period extend beyond ninety (90) days following notice from Landlord of and thereafter proceed to completely cure such violation, default or breach, or (iii) Tenant 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 failure within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayswritten notice.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (PSW Technologies Inc), Office Lease (PSW Technologies Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Tenant shall be an event of in default (“Event of Default”) under this Lease if: :
(ia) Tenant fails to pay any installment of rent Monthly Base Rent or any other sum payable by Tenant due hereunder when due and such failure continues for a period of ten within five (105) days after written Tenant receives notice from Landlord to Tenant that such payment has was not been receivedreceived by Landlord by the due date; provided however, with regard to the payment of any extraordinary sum owed by Tenant to Landlord under this Lease (other than Base Rent and other regularly scheduled sums due and sums due for which a time period for payment is already specifically provided for elsewhere in this Lease) for which no time period for payment is provided (e.g., required reimbursements by Tenant to Landlord on demand, upon receipt of invoice or within thirty (ii30) days following receipt of invoice), Tenant shall not be in default for the failure to pay such extraordinary sums to Landlord until thirty (30) days after Tenant’s receipt of invoice for the same or other written notice that such extraordinary payment is due; provided, further, Tenant shall not be entitled to the benefit of any notice and cure period under this Section 11.1(a) more than once in any consecutive twelve (12) month period during the Lease Term;
(b) Tenant fails to observe or perform any other material covenant Tenant covenant, representation, term or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur other obligation (other than those addressed in the payment of rentSection 11.1(c) which cannot be cured and Section 11.1(d) herein) within a period of thirty (30) days or the additional time, if any, that is reasonably necessary to promptly and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the samefailure, after Tenant receives notice from Landlord setting forth in reasonable detail the nature and extent of the failure and identifying the applicable Lease provision; provided, however, such cure period shall not have apply to emergencies or the right failure of Tenant to declare maintain the term ended insurance required by reason thereof for an additional period of sixty Article VIII herein;
(60c) days.
14.3 In the event of Tenant fails to vacate or stay any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedieswithin ninety (90) days after they occur:
(i) an involuntary petition in bankruptcy is filed against Tenant by an unrelated third party;
(ii) Tenant is adjudicated as bankrupt or insolvent; or
(iii) a receiver, trustee, or liquidator is appointed for all or a substantial part of Tenant’s property; or
(d) Any of the following occur (in which case no notice and cure period shall apply):
(i) a petition in bankruptcy is filed by Tenant or with Tenant’s consent; or
(ii) Tenant makes an assignment for the benefit of creditors.
Appears in 2 contracts
Samples: Lease (Premier, Inc.), Lease (Premier, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Tenant agrees that the occurrence of any one or more of the following events shall be considered an event of default (“Event of Default”) under this Lease if: (i) ” as said term is used herein:
A. An order, judgment or decree shall be entered by any court adjudicating Tenant fails to pay any installment of rent bankrupt or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been receivedinsolvent, or (ii) Tenant fails to observe or perform any other material covenant or agreement approving a petition seeking reorganization of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect appointing a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant Tenant, or of all or substantially all a substantial part of Tenant’s property its assets, if such order, judgment or decree shall continue unstayed and in effect for any period of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) days; or
B. Tenant shall generally not pay Tenant’s debts as such debts become duefile an answer admitting the material allegations of a petition filed against Tenant in any bankruptcy, reorganization or insolvency proceeding or under any laws relating to the relief of debtors, readjustment or indebtedness, reorganization, arrangements, composition or extension; or
C. Tenant shall make an any assignment for the benefit of creditorscreditors or shall apply for or consent to the appointment of a receiver, trustee or liquidator of Tenant, or any of the assets of Tenant; or
D. Tenant shall file a voluntary petition in bankruptcy, or shall admit in writing its inability to pay its debts generally as they become come due. The notice , or shall file a petition or an answer seeking reorganization or arrangement with creditors or take advantage of any insolvency law; or
E. A decree or order appointing a receiver of the property of Tenant shall be made and grace period provisions in clauses such decree or order shall not have been vacated within sixty (i60) and (ii) above shall have no application to days from the Events date of Default referred to in clauses (iii) through (v) above.entry or granting thereof; or
14.2 If F. Tenant shall fail to make any payment of rent Rent or other payment required to be made by Tenant hereunder when due due, and such failure continues for five (5) days after written notice from Landlord (provided, however, no notice shall be required for any third or if subsequent default in any twelve (12) month period); or
G. Tenant shall fail to keep and perform carry all required insurance under this Lease; or
H. Tenant, or any express written covenant Guarantor, has knowingly made any material misrepresentation, or failed to disclose a material fact, under the Lease or in connection with any information (including, without limitation, Financial Information) submitted or furnished to Landlord by Tenant or any Guarantor; or
I. If Tenant shall default in the performance of any covenant, promise or agreement on the part of Tenant contained in this Lease not otherwise specified in this Section 20.J and such default shall continue in default for a period of ten thirty (1030) days after Tenant has received written notice of thereof in writing by Landlord to Tenant, or if such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) or condition which gives rise thereto cannot with due diligence and good faith be cured within a such thirty (30) day period, if Tenant shall not in good faith and within the period of thirty (30) days commence the curing of such default and Tenant, prior pursue the curing of such default continuously and diligently and in good faith to the expiration end that such default shall be cured within such minimum period in excess of thirty (30) days from and after the giving of notice as aforesaid, commences may be reasonably necessary to eliminate cure such default through pursuing such cure promptly, diligently, continuously and proceeds diligently to take steps to cure the samein good faith; provided, Landlord however, that such additional period beyond thirty (30) days shall not have apply to a default that creates a clear and present danger to persons or property or materially adversely affects the right Premises, or if the failure or default by Tenant is one for which Landlord (or any officer or other agent or beneficial or other owner thereof) may be subject to declare the term ended by reason thereof for an additional period of sixty (60) daysfine or imprisonment.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Industrial Building Lease (Power Solutions International, Inc.), Industrial Building Lease (Power Solutions International, Inc.)
Tenant’s Default. 14.1 Any other provisions Notwithstanding any provision to the contrary contained in this Lease notwithstandingthe Lease, it shall be an event of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for if a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under the Federal Bankruptcy Code Lease (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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one this Work Agreement) has occurred at any time on or more before the substantial completion of the Tenant Improvements, then (i) in addition to all other rights and remedies granted to Landlord pursuant to the Lease, Landlord shall have the right to withhold payment of all or any portion of the Allowance until such time, if any, as the default is cured in accordance with the terms of the Lease, and (ii) all other obligations of Landlord under the terms of this Work Agreement shall be forgiven until such time as such default is cured pursuant to the terms of the Lease. Date Tenant FORGEROCK, INC. Address Re: Commencement Letter with respect to that certain Lease dated as of_______ 2014, by and between CA-MISSION STREET LIMITED PARTNERSHIP, as Landlord, and _______________________ as Tenant, for 15,744 rentable square feet on the twenty-ninth (29th) floor of the Building located at 000 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx. Dear : In accordance with the terms and conditions of the above referenced Lease, Tenant accepts possession of the Premises and acknowledges:
1. The Commencement Date is ;
2. The Schedule of Base Rent is ;
3. The Termination Date is . Please acknowledge the foregoing and your acceptance of possession by signing and returning 3 fully executed counterparts of this Commencement Letter to my attention. Tenant’s failure to execute and return this letter, or to provide written objection to the statements contained in this letter, within 10 days after the date of this letter shall be deemed an approval by Tenant of the statements contained herein. CA-MISSION STREET LIMITED PARTNERSHIP, a Delaware limited partnership By: NAPI REIT TRS, INC., a Maryland corporation Its: General Partner By: Name: Title: Acknowledged and Accepted: Tenant: FORGEROCK, INC. By: [EXHIBIT - DO NOT SIGN] Name: Title: Date: This Exhibit is attached to and made a part of the Office Lease Agreement (the “Lease”) by and between CA-MISSION STREET LIMITED PARTNERSHIP (“Landlord”) and FORGEROCK, INC., a Delaware corporation (“Tenant”) for space in the Building located at 000 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx. The following remedies:rules and regulations shall apply, where applicable, to the Premises, the Building, the parking facilities (if any), the Property and the appurtenances. In the event of a conflict between the following rules and regulations and the remainder of the terms of the Lease, the remainder of the terms of the Lease shall control.
Appears in 2 contracts
Samples: Office Lease Agreement (ForgeRock, Inc.), Office Lease Agreement (ForgeRock, Inc.)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Xxxxxx.
(a) The vacating or abandonment of default the Premises by Xxxxxx.
(“Event of Default”b) under this Lease if: (i) The failure by Tenant fails to pay make any installment payment of rent or any other sum payable payment required to be made by Tenant hereunder hereunder, as and when due and due, where such failure continues shall continue for a period of ten (10) days after written notice from thereof by Landlord to Tenant.
(c) The failure by Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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)covenants, as now conditions 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant provision of this Lease and to be observed or performed by Tenant, other than described in (b), above, where such failure shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and after written notice thereof by Landlord to Tenant; provided, prior to however, that if the expiration nature of Tenant's default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion.
(d) The making by Tenant of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to bankruptcy (unless, in the right to declare case of a petition filed against Tenant, the term ended by reason thereof for an additional period of same is dismissed within sixty (60) days); or the appointment of trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this lease, where such seizure is not discharged within thirty (30) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement, Lease Agreement
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of A default (“Event of Default”) under this Lease if: by Tenant shall exist if any of the following events shall occur:
(i) If Tenant fails shall have failed to pay any installment of rent Rent or any other sum payable by Tenant required to be paid hereunder when due due; provided, however, that Landlord shall exercise no remedies provided in Paragraph 15.B below for such default unless Tenant fails to cure such default within five (5) days after Landlord gives Tenant written notice of such default, and Landlord shall have the right to require Tenant to remit all future payments by certified check after the second such failure continues for cure of a period default by Tenant; or
(ii) If Tenant shall have failed to perform any term, covenant or condition of ten this Lease except (10a) those requiring the payment of money and (b) those defaults set forth in this Paragraph 15.A. below, and Tenant shall have failed to cure such breach within thirty (30) days after written notice from Landlord to Tenant that where such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot breach could reasonably be cured within such thirty (30) day period; provided, and provided further however, that where such failure could not reasonably be cured within the thirty (30) day period, that Tenant is proceeding with due diligence shall not be in default if it has commenced such performance within the thirty (30) day period and diligently thereafter prosecutes the same to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or completion; or
(iii) If Tenant files shall have assigned its assets for the benefit of its creditors; or
(iv) If the sequestration or attachment of or execution on any material part of Tenant's Personal Property essential to the conduct of Tenant's business shall have occurred, and Tenant shall have failed to obtain a petition commencing a voluntary casereturn or release of such Personal Property within thirty (30) days thereafter, or has filed against it prior to sale pursuant to such sequestration, attachment or levy, whichever is earlier; or
(v) If Tenant shall have abandoned or vacated the Premises, which shall be conclusively presumed if Tenant leaves the Premises closed or unoccupied by any individuals on the Premises doing business on behalf of Tenant (as observed by Landlord) continuously for twenty (20) days; or
(vi) If a petition commencing an involuntary case, court shall have made or entered any decree or order other than under the Federal Bankruptcy Code (Title 11 bankruptcy laws of the United States Code), adjudging Tenant to be insolvent; or approving as now or hereafter in effect, or under any similar law, or files or has properly filed against it a petition seeking reorganization of Tenant; or answer in bankruptcy directing a winding up 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator liquidation of Tenant and such decree or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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 order shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default continued for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenantdays; or
(vii) If Tenant shall have failed to comply with the provisions of Paragraphs 20, 25 or 30; or
(viii) If Tenant shall have Sublet the Premises or a portion thereof without Landlord's prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:written consent; or
Appears in 2 contracts
Samples: Lease Agreement (Signal Pharmaceuticals Inc), Lease (Signal Pharmaceuticals Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following events shall be deemed to be an event of default (“Event of Default”) ” under this Lease if: Lease:
(i) failure of Tenant fails to pay any installment of rent Rent or any other sum payable by monetary obligation as and when due, provided that Tenant hereunder when due and shall have the right to cure any such failure continues for a period of ten within two (102) business days after following written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if Tenant shall only be entitled to such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, notice and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety one (901) days following notice from Landlord in any consecutive twelve (12)-month period during the Term); (ii) Tenant abandons the Premises in violation of such violation, default or breach, or the provisions of this Lease; (iii) Tenant files a petition commencing a voluntary casebecomes insolvent, 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make makes an assignment for the benefit of creditors, institutes a proceeding under state or shall admit federal bankruptcy or insolvency laws (or successor laws), or is adjudged bankrupt or insolvent in writing its inability proceedings filed against Tenant; (iv) a writ of attachment or execution is levied on this Lease, or a receiver is appointed with authority to pay its debts generally as they become due. The notice and grace period provisions in clauses take possession of the Premises, which attachment, execution, or receiver is not released or removed within sixty (i60) and (ii) above shall have no application to days of the Events filing, issuance, or appointment of Default referred to in clauses (iii) through same; (v) above.
14.2 If Tenant shall fail to make any payment of rent when due be liquidated or if dissolved; (vi) Tenant shall fail violate Section 23 hereof; (vii) the estate or interest of Tenant in the Premises or any part thereof shall be levied upon or attached in any proceeding relating to keep more than One Hundred Seventy-Five Thousand and perform No/100 Dollars ($175,000.00), and the same shall not be vacated, discharged or stayed pending appeal (or bonded or otherwise similarly secured for payment) within the earlier of ninety (90) days after commencement thereof or sixty (60) days after receipt by Tenant of notice thereof from Landlord or any express written covenant earlier period provided by Law for obtaining any stay pending appeal or to prevent foreclosure or sale; provided, however, that such notice shall be in lieu of and not in addition to any notice required under Law; (viii) Tenant fails to maintain any insurance required by this Lease and shall continue (ix) failure by Tenant to perform any other covenant, agreement or undertaking of the Tenant contained in default for a period of ten this Lease if the failure to perform is not cured within thirty (1030) days after Tenant has received Xxxxxx’s receipt of Landlord’s written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, thereof; provided, however, if any default shall occur (other than in the payment of rent) which breach cannot reasonably be cured within a period thirty (30) days, the same shall not result in an Event of Default if Tenant commences to cure the breach within thirty (30) days of receipt of Landlord’s written notice and Tenant, prior diligently and in good faith continues to prosecute the cure of said breach to completion; provided such breach is cured within a reasonable period of time not to exceed two hundred forty (240) days after Xxxxxx’s receipt of Landlord’s written notice thereof. Notwithstanding anything to the expiration contrary contained herein, an Event of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord Default shall not be deemed to have occurred until the right to declare applicable cure period, if any, shall have expired without the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:required cure having been effected.
Appears in 2 contracts
Samples: Purchase and Sale Agreement (Sierra Bancorp), Purchase and Sale Agreement (Sierra Bancorp)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any of the following shall constitute a material default and breach of this Lease notwithstanding, it shall be an event of default (“Event of Default”by Tenant: a) under this Lease if: (i) Any failure by Tenant fails to pay any installment of rent the rental or to make any other sum payable payment required to be made by Tenant hereunder when due and hereunder, where such failure continues for a period of ten (10) days after Tenant's receipt of written notice from thereof by Landlord to Tenant; b) A failure by Tenant that such payment has not been received, or (ii) Tenant fails to observe or and perform any other material covenant provision of this Lease to be observed or agreement of Tenant herein contained and performed by Tenant, where such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, days after Tenant's receipt of written notice thereof by Landlord; provided, however, that if the nature of such non-monetary Event of Default by Tenant default is such that the same cannot reasonably be cured within such thirty (30) day period, and provided further that period Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces deemed to be in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) default if Tenant shall generally not pay Tenant’s debts as within such debts become due, or shall make an period commence such cure and thereafter diligently prosecute the same to completion; c) The making by Tenant of any general assignment for the benefit of creditors; the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or of a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed after the filing); the appointment of a trustee or shall admit receiver to take possession of substantially all of Tenant's assets located at the Premises or of Tenant's interest in writing its inability this Lease, where possession is not restored to pay its debts generally as they become dueTenant within ninety (90) days; or the attachment, execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease, where such seizure is not discharged within ninety (90) days. The notice requirements set forth herein are in lieu of and grace period provisions not in clauses (i) and (ii) above shall have no application addition to the Events notices required by California Code of Default referred Civil Procedure Section 1161. Any notice given by Landlord to in clauses (iii) through (v) above.
14.2 If Tenant shall fail pursuant to make California Civil Code 1161 with respect to any payment of failure by Tenant to pay rent when due or if Tenant shall fail to keep and perform any express written covenant of under this Lease and on or before the date the rent is due shall continue in default for provide Tenant with a period of no less than ten (10) days after Tenant has received written notice of to pay such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysrent or quit.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement (Komag Inc /De/), Lease Agreement (Komag Inc /De/)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following shall be constitute an event of default (“Event of Default”:
(a) under this Lease if: (i) Failure on the part of the Tenant fails to pay any installment of rent the Annual Fixed Rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and payable, if such failure condition continues for a period of ten (10) days after written notice from Landlord that the same are due.
(b) Failure on the part of the Tenant to Tenant that such payment has not been received, perform or (ii) Tenant fails to observe or perform any other material covenant term or agreement of condition contained in this Lease if the Tenant herein contained and shall not cure such failure continues within thirty (30) days after written notice given by or on behalf of from the Landlord to the Tenant for more than thereof, provided that in the case of breaches that are not reasonably susceptible to cure within thirty (30) days through the exercise of due diligence, then so long as the Tenant commences such cure within thirty (30) days, providedand the Tenant diligently pursues such cure to completion, however, that if such non-monetary Event of Default by Tenant canbreach shall not reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence deemed to effect a cure of said create an Event of Default, no Event .
(c) The taking of Default hereunder shall be declared the estate hereby created on execution or by Landlord if Tenant continues to proceed with diligence to cure said Event other process of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default law against Tenant; or breacha judicial declaration that the Tenant, or (iii) Tenant files a petition commencing a voluntary caseany guarantor of this Lease, is bankrupt or insolvent according to law; or any assignment of the property of the Tenant, or has filed against it any guarantor of this Lease, for the benefit of creditors; or the appointment of a petition commencing receiver, guardian, conservator, trustee in bankruptcy or other similar officer to take charge of all or any substantial part of the property of Tenant, or any guarantor of this Lease, by a court of competent jurisdiction, which officer is not dismissed or removed within (60) days; or the filing of an involuntary casepetition against the Tenant, or any guarantor of this Lease, under the Federal Bankruptcy Code (Title 11 any provisions of the United States Code), as bankruptcy act 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 enacted if the case of any such involuntary action, such action shall same is not be dismissed, discharged or denied dismissed within sixty (60) days after days; the filing thereofby the Tenant, or Tenant consents any guarantor of this Lease, of any voluntary petition for relief under provisions of any bankruptcy law now or acquiesces in the filing thereofhereafter enacted. If an Event of Default shall occur, or (iv) a custodianthen, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by such case, whether or against Tenant andnot the Term shall have begun, Landlord and its agents lawfully may, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents addition to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment any remedies 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 any preceding Event of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make and any payment of rent when due remedies otherwise available at law or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordequity, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord immediately or at any time thereafter without further demand or notice in accordance with process of law, enter upon any part of the Premises in the name of the whole or mail or deliver a notice of termination of the Term of this Lease addressed to Tenant at the Premises or any other address herein, and thereby terminate the Term and repossess the Premises as of Landlord’s former estate. At Landlord’s election such notice of termination may at its option exercise be included in any notice of default. Upon such entry or mailing the Term shall terminate, all executory rights of Tenant and all obligations of Landlord will immediately cease, and Landlord may expel Tenant and all persons claiming under Tenant and remove their effects without any trespass and without prejudice to any remedies available for arrears of rent or prior breach; and Tenant waives all statutory and equitable rights to its leasehold (including rights in the nature of further cure or redemption, if any to the extent such rights may be waived). Subject to Section 9.5, if Landlord at law engages attorneys in connection with any failure to perform by Tenant hereunder, Tenant shall reimburse Landlord for the reasonable fees of such attorneys on demand as Additional Rent. Without implying that other provisions do not survive, the provisions of this Article shall survive the Term or in equity, including, without limitation, one or more earlier termination of the following remedies:this Lease.
Appears in 2 contracts
Samples: Lease Agreement (Fulcrum Therapeutics, Inc.), Lease Agreement (Fulcrum Therapeutics, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“"Event of Default”") under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the fixed rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and such failure payable, and the same continues for a period of ten five (105) days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (a) above twice in any calendar year, Tenant fails shall thereafter in the same calendar year fail to pay the fixed rent, Additional Rent or other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Section 5.6 through 5.6.5 of this Lease; or
(iv) Tenant shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant's part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(v) Tenant's leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vi) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(vii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of sixty (i60) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive) then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance), Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) days If this Lease shall have been terminated as provided in this Article, then Landlord may, without notice, re- enter the Premises, either by force, summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and after Tenant hereby waives the giving service of notice of intention to re-enter or to institute legal proceedings to that end.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 (a) or shall be otherwise terminated by breach of any obligation of Tenant, Tenant covenants and agrees forthwith to pay and be liable for, on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would, under the terms of this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or relet for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Amounts received by Landlord after reletting shall first be applied against such Landlord's expenses, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would fall due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant's liability prior to any such reletting and such recovery not in any way to be diminished as a result of the following remedies:fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant's obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms.
(i) At any time after such termination and whether or not Landlord shall have collected any damages as aforesaid, Tenant shall pay to Landlord as liquidated final damages and in lieu of all other damages beyond the date of notice from Landlord to Tenant, at Landlord's election, such a sum as at the time of the giving of such notice represents the amount of the excess, if any, of (a) the discounted present value at a discount rate of six percent (6%) of the total rent and other benefits which would have accrued to Landlord under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above (b) the discounted present value, at a discount rate of six percent (6%) of the then cash rental value (in advance) of the Premises for the balance of the Lease Term.
(ii) For the purposes of this Article, if Landlord elects to require Tenant to pay damages in accordance with the immediately preceding paragraph, the total rent shall be computed by assuming that Tenant's share of excess taxes, Tenant's share of excess operating costs and Tenant's share of excess electrical costs would be, for the balance of the unexpired Term from the date of such notice, the amount thereof (if any) for the immediately preceding annual period payable by Tenant to Landlord.
(e) In case of any Event of Default, re-entry, dispossession by summary proceedings or otherwise, Landlord may (i) re-let the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term of this Lease and may grant concessions or free rent to the extent that Landlord considers advisable or necessary to re-let the same and (ii) may make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary for the purpose of reletting the Premises; and the making of such alterations, repairs and decorations shall not operate or be construed to release Tenant from liability hereunder as aforesaid. In the event that the Premises are re-let, Landlord shall not be liable in any way whatsoever for failure to collect the rent under re-letting. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, or in the event of Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease. Landlord agrees to use reasonable efforts to relet the premises after Tenant vacates the premises in the event that the Lease is terminated based upon a default by Tenant hereunder. Marketing of Tenant's premises in a manner similar to the manner in which Landlord markets other premises within Landlord's control in the Building shall be deemed to have satisfied Landlord's obligation to use "reasonable efforts." In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenants for the premises until Landlord obtains full and complete possession of the premises including, without limitation, the final and unappealable legal right to re- let the premises free of any claim of Tenant, (ii) lease the Premises to a tenant whose proposed use, in Landlord's sole by bona fide judgment, will cause an unacceptable mix of uses in the Building, (iii) relet the Premises before leasing other vacant space in the Building, (iv) lease the Premises for a rental less than the current fair market rental then prevailing for similar office space in the Building, or (v) enter into a lease with any proposed tenant that does not have, in Landlord's sole determination, sufficient financial resources or operating experience to operate the Premises in a first-class manner.
(f) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled lawfully, and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for. Further, nothing contained in this Lease shall limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.
(g) In lieu of any other damages or indemnity and in lieu of the recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.1, Landlord may elect to collect from Tenant, by notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in this Article VII or otherwise terminated by breach of any obligation of Tenant and before full recovery under such foregoing provisions, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the sum of the Annual Fixed Rent and all Additional Rent payable for the twelve (12) months ended next prior to the such termination plus the amount of Annual Fixed Rent and Additional Rent of any kind accrued and unpaid at the time of such election plus any and all expenses which the Landlord may have incurred for and with respect of the collection of any of such rent.
Appears in 2 contracts
Samples: Lease Agreement (Unica Corp), Lease Agreement (Unica Corp)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event of default by Tenant (“Event of Tenant Default”):
(a) under this Lease if: (i) The failure by Tenant fails to pay make any installment payment of rent Base Rent, Additional Rent or any other sum payable payment required to be made by Tenant hereunder hereunder, as and when due and due, where such failure continues shall continue for a period of five (5) business days after written notice thereof from Landlord; or
(b) The failure by Tenant to observe or perform any of the covenants, conditions or provisions of this Lease to be observed or performed by Tenant (other than delays due to any Force Majeure), which shall no event include the failure to pay Rent, where such failure shall continue after a period of ten (10) days after following written notice thereof from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, Tenant; provided, however, that if the nature of Tenant’s default is such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty that more than ten (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (9010) days following notice from Landlord of such violationare reasonably required for its cure, default or breach, or (iii) then Tenant 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 deemed to be in default if Tenant commences such cure as soon as possible within sixty said ten (6010) days after day period and thereafter diligently prosecutes such cure to completion; or
(c) Either: (1) the filing thereof, or Tenant consents or acquiesces in insolvency of the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or the execution by the Tenant of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing the convening by Tenant of a meeting of its inability creditors, or any class thereof, for the purposes of effecting a moratorium upon or extension or composition of its debts; or the failure of the Tenant to generally pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and mature; or (ii) above shall have no application the filing by or for reorganization or arrangement under any law relating to the Events of Default referred to in clauses bankruptcy (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than unless in the payment case of rent) which cannot be cured within a period of thirty (30) days and petition filed against Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of same is dismissed within sixty (60) days); or (iii) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or (iv) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Building Lease (Teladoc, Inc.), Office Building Lease (Teladoc, Inc.)
Tenant’s Default. 14.1 Any Each of the following events shall be an "Event of Default" hereunder:
(a) If Tenant shall default in the payment when due of any installment of Base Rent and such default shall continue for five (5) Business Days after notice of such default is given to Tenant, or in the payment when due of any other provisions item of Rental and such default shall continue for seven (7) Business Days after notice of such default is given to Tenant, except that if Landlord shall have given two (2) such notices in any twelve (12) month period, Tenant shall not be entitled to any further notice of its delinquency in the payment of Rental until such time as twelve (12) consecutive months shall have elapsed without Tenant having defaulted in any such payment; or
(b) [intentionally omitted]; or
(c) if the Premises shall become abandoned (the Premises shall not be deemed abandoned if, notwithstanding that Tenant shall have vacated the Premises, the Premises are actively and continuously marketed for subletting or assignment and Tenant shall continue to fulfill its obligations under this Lease); or
(d) if Tenant's interest or any portion thereof in this Lease notwithstandingshall devolve upon or pass to any Person, it whether by operation of law or otherwise, except as expressly permitted under Article 14 hereof; or
(e) if Tenant shall be an event of default (“Event of Default”) under this Lease if: commence or institute any case, proceeding or other action (i) Tenant fails seeking relief on its behalf as debtor, or to pay adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts under any installment existing or future law of rent any jurisdiction, domestic or any other sum payable by Tenant hereunder when due and such failure continues for a period foreign, relating to bankruptcy, insolvency, reorganization or relief of ten (10) days after written notice from Landlord to Tenant that such payment has not been receiveddebtors, or (ii) Tenant fails to observe seeking appointment of a receiver, trustee, custodian or perform other similar official for it or for all or any other material covenant or agreement substantial part of Tenant herein contained its property and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than same is not discontinued within thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty ; or
(30i) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an a general assignment for the benefit of creditors; or
(ii) if any case, proceeding or other action shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses be commenced or instituted against Tenant (i) and seeking to have an order for relief entered against it as debtor or to adjudicate it a bankrupt or insolvent, or seeking reorganization, arrangement, adjustment, winding-up, liquidation, dissolution, composition or other relief with respect to it or its debts under any existing or future law of any jurisdiction, domestic or foreign, relating to bankruptcy, insolvency, reorganization or relief of debtors, or (ii) above shall have no application to seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or any substantial part of its property, which in either of such cases (a) results in any such entry of an order for relief, adjudication of bankruptcy or insolvency or such an appointment or the Events issuance or entry of Default referred to in clauses any other order having a similar effect or (b) remains undismissed for a period of ninety (90) days; or
(iii) through if a trustee, receiver or other custodian is appointed for any substantial part of the assets of Tenant which appointment is not vacated or stayed within thirty (v30) above.Business Days; or
14.2 If (f) if Tenant shall default in the observance or performance of any other term, covenant or condition of this Lease on Tenant's part to be observed or performed and Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in remedy such default for a period of ten within thirty (1030) days after notice by Landlord to Tenant has received written notice of such default, or if such default and demand is of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which such a nature that it cannot with due diligence be cured completely remedied within a said period of thirty (30) days and Tenant, prior to the expiration Tenant shall not commence within said period of thirty (30) days from and after the giving of notice as aforesaiddays, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord or shall not have thereafter diligently prosecute to completion, all steps necessary to remedy such default; provided, however, that such extension of time shall not be effective if Landlord or any Lessor or Mortgagee would thereby become subject to any civil or criminal liability or if the right to declare the term ended interest of any Lessor in its Superior Lease would be jeopardized by reason thereof for an additional period of sixty (60) daysor if the default would constitute a default under any Mortgage.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (Tufin Software Technologies Ltd.), Office Lease (Tufin Software Technologies Ltd.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein referred to as an event of default (“Event of Default”” or “Default of Tenant") under this Lease if: shall happen:
(i) Tenant fails shall fail to pay any an installment of Base Rent, additional rent or any other sum payable by Tenant charges hereunder when due due, and such failure continues shall continue for five (5) business days after written notice to Tenant from Landlord; or
(ii) Landlord rightfully having given the notice specified in Section 8.1 (a)(i) above twice in any Lease Year, Tenant shall thereafter in the same Lease Year as the first notice was given fail to pay the Base Rent, additional rent or other charges on or before the date on which the same becomes due and payable; or
(iii) Tenant shall fail to perform or observe some term or condition of this Lease which, because of its character, would immediately jeopardize Landlord's interest in the Property (such as, but without limitation, failure to maintain insurance in accordance with applicable requirements of this Lease), and such failure is not cured within any applicable cure period specified in this Lease; or
(iv) Tenant shall neglect or fail to perform or observe any other covenant herein contained on Tenant's part to be performed or observed, and Tenant shall fail to remedy the same within ten (10) business days after written notice to Tenant specifying such neglect or failure, or if such failure is of such a nature that Tenant cannot reasonably remedy the same within such ten (10) business day period, Tenant shall fail to commence promptly to remedy the same and to prosecute such remedy to completion with diligence and continuity; or
(v) Tenant’s leasehold interest in the Premises shall be taken on execution or by other process of law directed against Tenant; or
(vi) The Premises shall remain vacant for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default consecutive days (other than for a vacancy resulting from damage or destruction by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared fire or other casualty or taking by Landlord if Tenant 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 Landlord of such violation, default or breacheminent domain), or Tenant vacates or abandons the Premises; or
(iiivii) Tenant files a petition commencing shall make an assignment or trust mortgage arrangement, so called, of the property of Tenant for the benefit of creditors or shall file a voluntary case, petition in bankruptcy 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions ;
(viii) A petition shall be filed against Tenant in clauses (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make bankruptcy or under any payment of rent when due other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or if Tenant shall fail to keep and perform similar relief under any express written covenant of this Lease present or future Federal, State or other statute, law or regulation and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof remain undismissed or unstayed for an additional period aggregate of sixty (60) days.days (whether or not consecutive); or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or Initials: Landlord ; Initials Tenant:
14.3 In (ix) Tenant fails to maintain the event policies of insurance set forth in Section 6.8 hereof; then in any such Event of Defaultcase, Landlord at any time thereafter may at its option exercise any remedies available to Landlord it may have at law or in equity, including, without limitation, any one or more of the following remediesfollowing:
(1) Declare immediately due and payable the amount of rent due under the Lease from the date of Tenant’s default to the date the applicable initial term of the Lease or any Extension Period is scheduled to terminate. If Tenant receives any concessions from Landlord at the commencement of the Lease Term, whether such concessions are in the form of free or reduced rent from any time after the Beginning Date and/or construction contributions in the form of cash or rent credits, then in the event of an uncured Event of Default by Tenant in addition to any and all other remedies available to Landlord, such concessions shall be deemed as Additional Rent immediately due and payable to Landlord.
(2) Terminate this Lease and any right of renewal thereof, and retake possession of the Premises; or
(3) Without terminating this Lease, re-enter and re-let the Premises, or any part thereof, with or without legal process, as the agent and for the account of Tenant upon such terms and conditions as Landlord may deem advisable or satisfactory, in which event the rents received on such re-letting shall be applied first to the expenses of such re-letting and collection including but not limited to, renovation and alterations of the Premises, reasonable attorney's fees, any real estate commissions paid, and thereafter toward payment of all sums due or to become due Landlord hereunder, less the sums received by Landlord from re-letting the Premises and if a sufficient sum shall not be thus realized or secured to pay such sums and other charges, Tenant shall pay Landlord any deficiency immediately upon demand therefor, and Landlord may bring an action therefor as such deficiency shall arise, Landlord shall not be required to pay Tenant any surplus of any sums received by Landlord on a re-letting of said Premises in excess of the rent provided in this Lease.
(4) If any Event of Default occurs, the Landlord, in addition to other rights and remedies it may have, shall have the right to remove all or any part of the Tenant’s property from the Premises and any property removed may be stored in any public warehouse or elsewhere at the cost of, and for the account of Tenant and the Landlord shall not be responsible for the care or safekeeping thereof whether in transport, storage or otherwise, and the Tenant hereby waives any and all claim against Landlord for loss, destruction and/or damage or injury which may be occasioned by any of the aforesaid acts.
(5) No such re-entry or taking possession of the Premises by Landlord shall be construed as an election on Landlord’s part to terminate this Lease unless a written notice of such intention is given to Tenant. Notwithstanding any such re-letting without termination, Landlord may at all times thereafter elect to terminate this Lease for such previous default. Any such re-entry shall be allowed by Tenant without hindrance, and Landlord shall not be liable in damages for any such reentry, or guilty of trespass or forcible entry.
(6) The specified remedies to which Landlord may resort hereunder are cumulative and are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled lawfully, and Landlord may invoke any remedy (including the remedy of specific performance or other injunctive relief) allowed at law or in equity as if specific remedies were not herein provided for. The failure or forbearance of Landlord to enforce any right or remedy in connection with any Event of Default shall not be deemed a waiver of such default nor a consent to a continuation thereof, or waiver of the same default at any subsequent date.
(7) All costs and expenses incurred by or on behalf of Landlord (including, without limitation, reasonable attorneys’ fees and expenses including such fees and expenses on appeal of any decision) in enforcing its rights hereunder or occasioned by any Event of Default of Tenant shall be paid by Tenant.
(8) Tenant hereby waives any and all rights of redemption granted by or under any present or future laws (it being intended that the notice and cure periods set forth in this Lease shall control). Tenant hereby waives the right to plead noncompulsory counterclaims in any action to terminate this Lease or Tenant’s right of possession as a result of nonpayment of rent. Initials: Landlord ; Initials Tenant:
Appears in 2 contracts
Samples: Lease Agreement (La Rosa Holdings Corp.), Lease Agreement (La Rosa Holdings Corp.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of default (“Event of Default”1) under this Lease if: (i) Tenant fails to pay any installment of If rent or any other sum payable by Tenant payment required to be made hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has shall not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant be paid for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has shall have received written notice from Landlord of such default and demand the failure of performance from Landlord, Landlord may commence judicial proceedings, provided, however, payment hereof; or (2) if any default there shall occur (other than be a failure in the payment performance or observance of rent) which canany other agreement or condition contained herein on the part of Tenant to be performed or observed and such failure shall not be cured corrected within a period of thirty (30) days and Tenant, prior after Tenant shall receive notice from Landlord of such failure (or such longer period as may be required to the expiration of correct such failure if within said thirty (30) days from day period Tenant shall commence to correct the same and after thereafter diligently pursue the giving of notice as aforesaidcorrection thereof), commences to eliminate such default and proceeds diligently to take steps to cure the same, then Landlord shall not have the right right, at its election, to declare terminate the term ended of this Lease by reason thereof for an additional period giving notice to Tenant of sixty (60) days.
14.3 In the exercise of said election, and in the event of Landlord's giving such notice of election to terminate, the term of this Lease shall terminate on the date designated therefore in said notice, which date shall be not less than three (3) days after the receipt of such notice by Tenant, and thereupon, or at any time thereafter, and without any further notice or demand, Landlord may re-enter the demised premises in the manner prescribed by law. In case of any such Event termination, Tenant will indemnify Landlord against all loss of Default, rent and other payments provided herein to be paid by Tenant to Landlord between the time of termination and the expiration of the term of this Lease as then constituted. It is understood and agreed that at the time of the termination or at any time thereafter Landlord may at its option exercise rent the demised premises, and for a term which may expire after the expiration of the term of this Lease, without releasing Tenant from any remedies available to liability whatsoever, that Tenant shall be liable for any expenses incurred by Landlord at law or in equityconnection with obtaining possession of the demised premises and in connection with any reletting, including, but, without limitation, one reasonable attorney's fees and reasonable brokers' fees, and that any monies collected from any reletting shall be applied first to the foregoing expenses and then to payment of rent and all other payments due from Tenant to Landlord. Landlord shall use commercially reasonable efforts to mitigate its damages arising from Tenant's default or more termination of this Lease in case of Tenant's default. It is expressly understood and agreed that no action or proceeding to oust Tenant from possession or to terminate the following remedies:term of this Lease shall be taken or brought by Landlord unless the notices herein specified be first given and the times to cure defaults hereinabove specified have expired without such defaults having been cured.
Appears in 2 contracts
Samples: Lease Agreement (Brooks Automation Inc), Lease Agreement (Brooks-Pri Automation Inc)
Tenant’s Default. 14.1 Any other provisions in This Lease and the term of this Lease notwithstanding, it are subject to the limitation that Tenant shall be in default if, at any time during the Lease Term, any one or more of the following events (herein called an event of default (“Event of Default”” a “default of Tenant” or similar reference) under this Lease if: shall occur and not be cured prior to the expiration of the grace period (iif any) herein provided, as follows:
(A) Tenant fails shall fail to pay any installment of rent the Annual Fixed Rent, or any Additional Rent or any other sum payable by Tenant hereunder when monetary amount due under this Lease on or before the date on which the same becomes due and payable, and such failure continues for a period of ten five (105) days after written notice from Landlord thereof; or
(B) Landlord having rightfully given the notice specified in (a) above to Tenant that twice in any twelve (12) month period, Tenant shall fail thereafter to pay the Annual Fixed Rent, Additional Rent or any other monetary amount due under this Lease on or before the date on which the same becomes due and payable; or
(C) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Article XII of this Lease; or
(D) Tenant shall fail to perform or observe some term or condition of this Lease which, because of its character, would immediately jeopardize Landlord’s interest (such payment has not been receivedas, but without limitation, failure to maintain general liability insurance, or (ii) Tenant fails the employment of labor and contractors within the Premises which interfere with Landlord’s work, in violation of Sections 9.3, 11.2 or 11.10 or Exhibit B or a failure to observe or perform any other material covenant or agreement the requirements of Tenant herein contained Section 11.2), and such failure continues for five (5) business days after notice from Landlord to Tenant thereof; or
(E) Tenant shall fail to perform or observe any other requirement, term, covenant or condition of this Lease (not hereinabove in this Section 15.1 specifically referred to) on the part of Tenant to be performed or observed and such failure shall continue for thirty (30) days after written notice given by or on behalf of thereof from Landlord to Tenant for more Tenant, or if said default shall reasonably require longer than thirty (30) daysdays to cure, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured shall fail to commence to cure said default within such thirty (30) day period, and provided further that Tenant is proceeding days after notice thereof and/or fail to continuously prosecute the curing of the same to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder diligence; or
(F) The estate hereby created shall be declared taken on execution or by Landlord if Tenant continues to proceed with diligence to cure said Event other process of Default, but in no event shall such cure period extend beyond ninety law; or
(90) days following notice from Landlord of such violation, default or breach, or (iiiG) Tenant files shall make an assignment or trust mortgage arrangement, so-called, for the benefit of its creditors; or
(H) Tenant shall judicially be declared bankrupt or insolvent according to law; or
(I) a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer is appointed to take charge of all or any substantial part of Tenant’s property by a court of competent jurisdiction; or
(J) any petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary caseTenant in any court, under the Federal Bankruptcy Code (Title 11 whether or not pursuant to any statute of the United States Code), as now or hereafter in effect, or under of 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, andState, in the case of any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding, and such involuntary action, such action proceedings shall not be dismissed, discharged or denied fully and finally dismissed within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or institution of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty same; or
(60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (vK) Tenant shall generally file any petition in any court, whether or not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability pursuant 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more statute of the following remedies:United States or any State, in any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding.
Appears in 2 contracts
Samples: Lease Agreement (Decibel Therapeutics, Inc.), Lease Agreement (Decibel Therapeutics, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following shall be an event of default (“Event of Default”) under this Lease ifhereunder: (iA) if Tenant fails shall fail to pay any installment of rent Base Rent, Additional Rent or any other sum payable by Tenant hereunder when payment due under this Lease, and such failure continues shall continue for a period of ten five (105) business days following Landlord’s notice of same to Tenant, provided that such notice from Landlord shall be in lieu of, and not in addition to, any notice of default required by applicable law, and provided further Landlord shall be obligated to give only two (2) such notices per any twelve (12) month period, with subsequent payment default to be an Event of Default if such failure to pay shall continue for a period of five (5) days from the date such payment is due (without any notice); (B) if Tenant or any guarantor or surety of Tenant’s obligations hereunder shall (i) make a general assignment for the benefit of creditors; (ii) commence any proceeding for relief, or seeking reorganization, arrangement, adjustment, liquidation, dissolution or composition of it or its debts or seeking appointment of a receiver, trustee, custodian or other similar official for it or for all or of any substantial part of its property; (iii) become the subject of any such proceeding which is not dismissed within sixty (60) days after written notice from Landlord to Tenant that such payment has not been received, its filing or entry; or (iiiv) die or suffer a legal disability (if Tenant, guarantor or surety is an individual) or be dissolved or otherwise fail to maintain its legal existence (if Tenant, guarantor or surety is a corporation, partnership or other entity); (C) Tenant fails shall fail to observe discharge or perform bond over any lien placed upon the Premises in violation of this Lease within thirty (30) days after Tenant receives notice that any such lien or encumbrance is filed against the Premises; (D) if Tenant shall fail to comply with any provision of this Lease, other material covenant or agreement of Tenant herein contained and than those specifically referred to hereinabove and, except as otherwise expressly provided therein, such failure continues after written notice given by or on behalf of Landlord to Tenant default shall continue for more than thirty (30) daysdays after Landlord shall have given Tenant written notice of such default, provided, however, that or such longer period if such non-monetary Event of Default by Tenant default cannot be reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a diligently commences the cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under within 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days day period and Tenant, prior diligently prosecutes such cure to completion; and (E) if Tenant shall abandon the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof Premises for an additional period of more than sixty (60) days.
14.3 In . Upon the event occurrence of any such an Event of Default, defined as aforesaid, then in any such case, notwithstanding any waiver or other indulgence of any prior default, Landlord may terminate this Lease by written notice to Tenant sent at any time thereafter may at its option exercise any remedies available to Landlord at law thereafter, but before Tenant has cured or in equity, including, without limitation, one or more removed the cause for such termination. Such termination shall take effect on the later of (i) the last day of the following remedies:month in which Tenant receives the notice, or (ii) twenty-one (21) days after Tenant receives the notice, and shall be without prejudice to any remedy Landlord might otherwise have for any prior breach of covenant.
Appears in 2 contracts
Samples: Lease Agreement (Danger Inc), Lease Agreement (Avici Systems Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one of the following events shall be constitute an event of default on the part of Tenant (“Event of Default”):
(a) under this Lease if: The abandonment of the Premises by Tenant;
(ib) Tenant fails Failure to pay any installment of rent Rent or any other sum payable by Tenant hereunder when monies due and such payable hereunder, said failure continues continuing for a period of ten five (105) calendar days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, Landlord; provided, however, that if such non-monetary Event notice shall be in lieu of, and not in addition to, any notice required under California Code of Civil Procedure Section 1161;
(c) A general assignment by Tenant for the benefit of creditors;
(d) The filing of a voluntary petition in bankruptcy by Tenant, the filing of a voluntary petition for an arrangement, the filing of a petition, voluntary or involuntary, for reorganization, or the filing of an involuntary petition by Tenant’s creditors, said involuntary petition remaining undischarged for a period of sixty (60) days;
(e) Receivership, attachment, or other judicial seizure of substantially all of Tenant’s assets on the Premises, such attachment or other seizure remaining undismissed or undischarged for a period of sixty (60) days after the levy thereof;
(f) Failure of Tenant to execute and deliver to Landlord any estoppel certificate, subordination agreement, or lease amendment within the time periods and in the manner required by Paragraph 29 or 30 or 39;
(g) An assignment or sublease, or attempted assignment or sublease, of this Lease or the Premises by Tenant contrary to the provision of Paragraph 23, unless such assignment or sublease is expressly conditioned upon Tenant having received Landlord’s consent thereto;
(h) Failure of Tenant to restore the Security Deposit to the amount and within the time period provided in Paragraph 6 above; and
(i) Failure in the performance of any of Tenant’s covenants, agreements or obligations hereunder (except those failures specified as events of Default in other Paragraphs or this Paragraph 24, which shall be governed by such other Paragraphs), which failure continues for thirty (30) calendar days after written notice thereof from Landlord to Tenant provided that, if Tenant has exercised reasonable diligence to cure such failure and such failure cannot reasonably be cured within such thirty (30) day periodperiod despite reasonable diligence, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 dismissedin default under this subparagraph unless Tenant fails thereafter diligently and continuously to prosecute the cure to completion. Tenant agrees that any notice given by Landlord pursuant to Paragraph 24(b), discharged or denied within sixty (60i) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (ivj) a custodianabove shall satisfy the requirements for notice under California Code of Civil Procedure Section 1161, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity and Landlord shall not be discharged within sixty (60) days after such appointment or Tenant consents required to or acquiesces give any additional notice in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make order to be entitled to commence 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) aboveunlawful detainer proceeding.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement (Silk Road Medical Inc), Lease Agreement (Silk Road Medical Inc)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay the Annual Fixed Rent, Additional Rent or other charges for which provision is made herein on or before the date on which the same become due and payable, and the same continues for five (5) days after written notice from Landlord thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (i) above twice in any installment calendar year, Tenant shall thereafter in the same calendar year fail to pay the Annual Fixed Rent, Additional Rent or other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of rent the Premises in violation of the requirements of Sections 5.6 through 5.6.5 of this Lease; or
(iv) Tenant shall fail to perform or any other sum payable by Tenant hereunder when due observe some term or condition of this Lease which, because of its character, would immediately and materially jeopardize Landlord’s interest (such as, but without limitation, failure to maintain general liability insurance, and such failure continues for a period of ten three (103) business days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(iiv) Tenant fails shall fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after written notice to Tenant specifying such failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence within thirty (30) days after written notice thereof to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(vi) Tenant’s leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vii) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any future federal, state bankruptcy or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(viii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of sixty (i60) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive) then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance). Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) days If this Lease shall have been terminated as provided in this Article, then Landlord may, without notice, re- enter the Premises, either by force, summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and after Tenant hereby waives the giving service of notice of intention to re-enter or to institute legal proceedings to that end.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 (a) or shall be otherwise terminated by breach of any obligation of Tenant, Tenant covenants and agrees forthwith to pay and be liable for, on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would, under the terms of this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all reasonable expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Amounts received by Landlord after reletting shall first be applied against such Landlord’s reasonable expenses, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would fall due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant’s liability prior to any such reletting and such recovery not in any way to be diminished as a result of the following remedies:fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant’s obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms. Landlord agrees to use reasonable efforts to relet the Premises after Tenant vacates the same in the event this Lease is terminated based upon an Event of Default by Tenant hereunder. The marketing of the Premises in a manner similar to the manner in which Landlord markets other premises within Landlord’s control within the Building shall be deemed to have satisfied Landlord’s obligation to use “reasonable efforts” hereunder. In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenant for the Premises until Landlord obtains full and complete possession of the Premises (including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant), (ii) relet the Premises before leasing other vacant space in the Building, or (iii) lease the Premises for a rental less than the current fair market rent then prevailing for similar office space in the Building.
(d) (i) Landlord may elect, as an alternative, to have Tenant pay liquidated damages, which election may be made by notice given to Tenant at any time after such termination and whether or not Landlord shall have collected any damages as aforesaid, as liquidated final damages and in lieu of all other damages beyond the date of such notice. Upon such notice, Tenant shall promptly pay to Landlord, as liquidated damages, in addition to any damages collected or due from Tenant for any period prior to such notice, such a sum as at the time of the giving of such notice represents the amount of the excess, if any, of (a) the discounted present value, at a discount rate of eight percent (8%) of the Annual Fixed Rent, Additional Rent and other charges which would have been payable by Tenant under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above, (b) the discounted present value, at a discount rate of eight percent (8%), of the Annual Fixed Rent, Additional Rent and other charges that would be received by Landlord if the Premises were re- leased at the time of such notice for the remainder of the Lease Term at the fair market value (including provisions regarding periodic increases in Annual Fixed Rent if such are applicable) prevailing at the time of such notice.
Appears in 2 contracts
Samples: Lease Agreement (Care.com Inc), Lease Agreement (Care.com Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event Upon the failure of default Tenant (“Event of Default”a) under this Lease if: (i) Tenant fails to pay any installment of the rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of additional rent within ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement the receipt of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance non-payment from Landlord, Landlord may commence judicial proceedings, provided, however, if or (b) to perform any default shall occur (other than in the payment of rent) which cannot be cured covenant or agreement herein made within a period of thirty (30) days of the receipt of any written notice from Landlord, or if such performance cannot reasonably occur within 30 days, within such further time as may be necessary to complete such performance, so long as such party diligently pursues such performance to completion; then Landlord may, at Landlord’s option, terminate this Lease and Tenant, prior the Term hereof by giving to the expiration of thirty Tenant ten (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (6010) days.
14.3 ’ written notice of such termination. In the event of any termination of the Lease by Landlord pursuant to this Section 10.02 the Tenant shall, notwithstanding such Event termination, continue to pay and be liable for on the days originally fixed herein for they payment thereof, amounts equal to the several installments of Defaultrent and any other charges herein reserved as they would, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law under the terms of this Lease, become due if this Lease had not been terminated and whether the Premises be relet or remain vacant in whole or in equity, including, without limitation, one part or more for a period less than the remainder of the following remedies:Term, or for the whole thereof. Landlord shall make reasonable efforts to relet the Premises after any such termination. In the event the Premises are relet, in whole or in part, by the Landlord, the Tenant shall be entitled to a credit in the net amount of rent received by the Landlord in reletting, after deduction of reasonable expenses incurred in reletting the Premises and in collecting the rent in connection therewith. The Tenant shall also be liable to the Landlord for all expenses (including reasonable attorney’s fees) incurred by the Landlord in enforcing its rights under this Lease in the event of a default by the Tenant, and such expenses may also be deducted from any credit due the Tenant on account of any reletting by the Landlord.
Appears in 2 contracts
Samples: Lease Agreement (Body Central Acquisition Corp), Lease Agreement (Body Central Acquisition Corp)
Tenant’s Default. 14.1 Any other provisions in this This Lease notwithstanding, it and the Lease Term are subject to the limitation that Tenant shall be in default if, at any time during the Lease Term, any one or more of the following events (herein called an event of default (“Event of Default”” a “default of Tenant” or similar reference) under this Lease if: shall occur and not be cured prior to the expiration of the grace period (iif any) herein provided, as follows:
(a) Tenant fails shall fail to pay any installment of rent the Annual Fixed Rent, or any Additional Rent or any other sum payable by Tenant hereunder when monetary amount due under this Lease on or before the date on which the same becomes due and payable, and such failure continues for a period of ten five (105) days after written notice from Landlord thereof; or
(b) Landlord having rightfully given the notice specified in (a) above to Tenant twice in any twelve (12) month period, Tenant shall fail thereafter to pay the Annual Fixed Rent, Additional Rent or any other monetary amount due under this Lease on or before the date on which the same becomes due and payable; or
(c) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Article XII of this Lease; or
(d) Tenant shall fail to perform or observe some term or condition of this Lease which, because of its character, would immediately jeopardize Landlord’s interest (such as, but without limitation, failure to maintain general liability insurance, or the employment of labor and contractors within the Premises which interfere with Landlord’s work, in violation of Sections 9.3, 11.2 or 11.10 or a failure to observe the requirements of Section 11.2), and such failure continues for three (3) days after notice from Landlord to Tenant that such payment has not been received, or thereof; or
(iie) Tenant fails shall fail to perform or observe or perform any other material requirement, term, covenant or agreement condition of this Lease (not hereinabove in this Section 15.1 specifically referred to) on the part of Tenant herein contained to be performed or observed and such failure continues shall continue for thirty (30) days after written notice given by or on behalf of thereof from Landlord to Tenant for more Tenant, or if said default shall reasonably require longer than thirty (30) daysdays to cure, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured shall fail to commence to cure said default within such thirty (30) day period, and provided further that Tenant is proceeding days after notice thereof and/or fail to continuously prosecute the curing of the same to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder diligence; or
(f) The estate hereby created shall be declared taken on execution or by Landlord if Tenant continues to proceed with diligence to cure said Event other process of Default, but in no event shall such cure period extend beyond ninety law; or
(90) days following notice from Landlord of such violation, default or breach, or (iiig) Tenant files shall make an assignment or trust mortgage arrangement, so-called, for the benefit of its creditors; or
(h) Tenant shall judicially be declared bankrupt or insolvent according to law; or
(i) a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer is appointed to take charge of all or any substantial part of Tenant’s property by a court of competent jurisdiction; or
(j) any petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary caseTenant in any court, under the Federal Bankruptcy Code (Title 11 whether or not pursuant to any statute of the United States Code), as now or hereafter in effect, or under of 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, andState, in the case of any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding, and such involuntary action, such action proceedings shall not be dismissed, discharged or denied fully and finally dismissed within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or institution of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty same; or
(60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (vk) Tenant shall generally file any petition in any court, whether or not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability pursuant 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more statute of the following remedies:United States or any State, in any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding; or
(l) Tenant otherwise abandons or vacates the Premises.
Appears in 2 contracts
Samples: Lease Agreement (SEMrush Holdings, Inc.), Lease Agreement (SEMrush Holdings, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it any one or more of the following events (herein referred to as a "Default of Tenant") shall be an event of default (“Event of Default”) under this Lease if: happen:
(i) Tenant fails shall fail to pay any installment of rent Basic Rent or any other sum payable by Tenant Additional Rent hereunder when due and such failure continues shall continue for a period of ten three (103) days full Business Days after written notice from Landlord to Tenant that such payment has not been received, or from Landlord; or
(ii) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant's part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues prosecute such remedy to proceed completion with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or and continuity; or
(iii) Tenant's leasehold interest in the Premises shall be taken on execution or by other process of law directed against Tenant; or
(iv) Tenant files a petition commencing a voluntary caseshall make an assignment for the benefit of creditors or shall be adjudicated insolvent, 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors (other than the Bankruptcy Code, andas hereinafter defined), or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Tenant; or
(vi) A petition shall be filed against Tenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Tenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or
(vii) If: (y) Tenant shall fail to pay the Basic Rent or Additional Rent hereunder when due or shall fail to perform or observe any other covenant herein contained on Tenant's part to be performed or observed and Tenant shall cure any such failure within the applicable grace period provisions set forth in clauses (i) and or (ii) above; or (z) a Default of Tenant of the kind set forth in clauses (i) or (ii) above shall have no application occur and Landlord shall, in its sole discretion, permit Tenant to cure such Default after the Events of applicable grace period has expired; and a similar failure or Default referred to shall occur more than twice within the next 365 days (whether or not such similar failure is cured within the applicable grace period); then in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of such case Landlord may terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of ten date not less than five (105) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of such notice on which this Lease shall terminate, and this Lease shall come to an end on the date specified therein as aforesaidfully and completely as if such date were the date herein originally fixed for the expiration of the Lease Term, commences and Tenant will then quit and surrender the Premises to eliminate such default Landlord, but Tenant shall remain liable as hereinafter provided.
(b) For purposes of clause (a)(v) above, an "Event of Bankruptcy" means the filing of a voluntary petition by Tenant, or the entry of an order for relief against Tenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for "Bankruptcy Code" means 11 U.S.Css.101, et seq., If an additional period Event of Bankruptcy occurs, then the trustee of Tenant's bankruptcy estate or Tenant as debtor- in-possession may (subject to final approval of the court) assume this Lease, and may subsequently assign it, only if it does the following within sixty (60) days.
14.3 In days after the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more date of the following remedies:filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period):
Appears in 2 contracts
Samples: Lease Agreement (Firepond Inc), Lease Agreement (Firepond Inc)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein referred to as an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the Basic Rent or any other sum payable by Tenant charges hereunder when due and such failure continues shall continue for a period of ten five (105) Business Days after the date due and written notice thereof; or
(ii) Tenant shall neglect or fail to perform or observe any other covenant herein contained on Tenant’s part to be performed or observed and Tenant shall fail to remedy the same within thirty (30) days after written notice from Landlord to Tenant that specifying such payment has not been receivedneglect or failure, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and if such failure continues after written notice given by or on behalf is of Landlord to Tenant for more than thirty (30) days, provided, however, such a nature that if such non-monetary Event of Default by Tenant it cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly (and provided further that Tenant is proceeding with due diligence in any event within such thirty (30) day period) to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues remedy the same and to proceed prosecute such remedy to completion with diligence and continuity, subject to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or the Force Majeure; or
(iii) Tenant’s leasehold interest in the Premises shall be taken on execution or by other process of law directed against Tenant; or
(iv) Tenant files a petition commencing a voluntary caseshall make an assignment for the benefit of creditors or shall be adjudicated insolvent, 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors (other than the Bankruptcy Code, andas hereinafter defined), or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, 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 ; or
(v) above.
14.2 If A petition shall be filed against Tenant shall fail to make under any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur law (other than in the payment of rentBankruptcy Code) which cannot be cured within a period of thirty (30) days seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof remain undismissed or unstayed for an additional period aggregate of sixty (60) days.
14.3 In days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Tenant or of all or any substantial part of its properties shall be appointed without the event consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive). then in any such Event of Default, case Landlord at any time thereafter may at its option terminate this Lease as hereinafter provided and exercise any other rights or remedies available to Landlord under this Lease, at law or in equity, including, without limitation, one or more of the following remedies:.
Appears in 2 contracts
Samples: Lease (Cytrx Corp), Lease (Rxi Pharmaceuticals Corp)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event of default (“Event of Default”) under this Lease if: (i) by Tenant:
a. If Tenant abandons or vacates the Premises; or
b. If Tenant fails to pay any installment of rent Rent or any other sum payable charges required to be paid by Tenant hereunder when due under this Lease and such failure continues for a period of ten five (105) days after notice that such payment is past due and payable; or
c. If Tenant fails to promptly and fully perform any other covenant, condition or agreement contained in this Lease and such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant that such payment has not been received, Tenant; or
d. If a writ of attachment or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by execution is levied on this Lease or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against 's Property; or
e. If Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an makes a general assignment for the benefit of creditors, or shall admit in writing provides for an arrangement, composition, extension or adjustment with 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.creditors; or
14.2 f. If Tenant shall fail to make any payment of rent when due files a voluntary petition for relief or if a petition against Tenant shall fail to keep in a proceeding under the federal bankruptcy laws or other insolvency laws is filed and perform not withdrawn or dismissed within ninety (90) days thereafter, of if under the provisions of any express written covenant law providing for reorganization or winding up of this Lease corporations, any court of competent jurisdiction assumes jurisdiction, custody or control of Tenant or any substantial part of its property and shall continue such jurisdiction, custody or control remains in default force unrelinquished, unstayed or unterminated for a period of ten ninety (1090) days after days; or
g. If in any proceeding or action in which Tenant is a party, a trustee, receiver, agent or custodian is appointed to take charge of the Premises or Tenant's Property (or has received written notice the authority to do so) for the purpose of such default and demand enforcing a lien against the Premises or Tenant's Property; or
h. If Tenant is a partnership or consists of performance from Landlord, Landlord may commence judicial proceedings, provided, howevermore than one (1) person or entity, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more partner of the following remedies:partnership or other person or entity is involved in any of the acts or events described in subparagraphs d through g above.
Appears in 2 contracts
Samples: Lease Agreement (Dovebid Inc), Lease Agreement (Dovebid Inc)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment the fixed rent, Additional Rent or other charges for which provision is made herein on or before the date on which the same become due and payable, and the same continues for ten (10) business days after receipt (as set forth in Section 9.11) of rent or any other sum payable written notice by Tenant hereunder when from Landlord thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (i) above twice in any period of twelve (12) consecutive calendar months, Tenant shall thereafter in the same twelve (12) month period fail to pay the fixed rent, Additional Rent or other charges within five (5) business days after the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Sections 5.6 through 5.6.5 of this Lease; or
(iv) Tenant shall employ labor or contractors within the Premises that lead to disharmonious labor relations, and such failure continues for a period five (5) business days after receipt (as set forth in Section 9.11) of ten written notice by Tenant from Landlord thereof; or
(10v) Tenant shall neglect or fail to perform or observe any other covenant herein contained on Tenant’s part to be performed or observed and Tenant shall fail to remedy the same within thirty (30) days after written notice from Landlord to Tenant that specifying such payment has not been receivedneglect or failure, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and if such failure continues after written notice given by or on behalf is of Landlord to Tenant for more than thirty (30) days, provided, however, such a nature that if such non-monetary Event of Default by Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(vi) Tenant’s leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vii) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any future federal, state bankruptcy or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(viii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of sixty (i60) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive) then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance). Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) days If this Lease shall have been terminated as provided in this Article, then Landlord may, without notice, re- enter the Premises, in any manner permitted by law, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and after Tenant hereby waives the giving service of notice of intention to re-enter or to institute legal proceedings to that end.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1(a), Tenant covenants and agrees forthwith to pay and be liable for, on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would, under the terms of this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Amounts received by Landlord after reletting shall first be applied against such Landlord’s expenses incurred in good faith, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would have fallen due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant’s liability prior to any such reletting and such recovery not in any way to be diminished as a result of the following remedies:fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant’s obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms. Landlord agrees to use reasonable efforts to relet the Premises after Tenant vacates the same in the event this Lease is terminated or Landlord re-enters the Premises based upon an Event of Default by Tenant hereunder. The marketing of the Premises in a manner similar to the manner in which Landlord markets other premises within Landlord’s control within the Building shall be deemed to have satisfied Landlord’s obligation to use “reasonable efforts” hereunder. In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenant for the Premises until Landlord obtains full and complete possession of the Premises (including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant), (ii) relet the Premises before leasing other vacant space in the Building, (iii) lease the Premises for a rental less than the current fair market rent then prevailing for similar office space in the Building, or (iv) enter into a lease with any proposed tenant that does not have, in Landlord’s reasonable opinion, sufficient financial resources or operating experience to operate the Premises in a first-class manner.
(i) In the alternative, Landlord may elect, by notice given to Tenant at any time after such termination and whether or not Landlord shall have collected any damages under subsection (c) above, but as liquidated final damages and in lieu of all other damages beyond the date of such notice, to require Tenant to pay such a sum as at the time of the giving of such notice represents (x) the amount of the excess, if any, of (a) the discounted present value, at a discount rate of six percent (6%), of the total rent and other charges which would have been payable by Tenant under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above (b) the discounted present value, at a discount rate of six percent (6%), of the total rent and other charges that would be received by Landlord if the Premises were relet at the time of such notice for the remainder of the Lease Term at the fair market value (including provisions regarding periodic increases in rent if such are applicable) prevailing at the time of such notice as reasonably determined by Landlord, plus (y) all reasonable out-of-pocket expenses which Landlord may have incurred in good faith with respect to the collection of such damages.
(ii) For the purposes of this Article, if Landlord elects to require Tenant to pay damages in accordance with the immediately preceding paragraph, the total rent shall be computed by assuming that Tenant’s share of excess taxes, Tenant’s share of excess operating costs and Tenant’s share of excess electrical costs would be, for the balance of the unexpired Term from the date of such notice, the amount thereof (if any) for the immediately preceding annual period payable by Tenant to Landlord.
(e) In case of any Event of Default, re-entry, dispossession by summary proceedings or otherwise, Landlord may (i) re-let the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term of this Lease and may grant concessions, abatements or free rent to the extent that Landlord considers advisable or necessary to re-let the same and (ii) may make such alterations, repairs and decorations in the Premises as Landlord in its sole, but good faith, judgment considers advisable or necessary for the purpose of reletting the Premises; and the making of such alterations, repairs and decorations shall not operate or be construed to release Tenant from liability hereunder as aforesaid. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for failure to collect the rent under re-letting. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, or in the event of Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease.
(f) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled lawfully, and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for. Further, nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.
Appears in 2 contracts
Samples: Lease Agreement (Carbon Black, Inc.), Lease Agreement (Carbon Black, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein referred to as an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the Basic Rent, Escalation Charges or any other sum payable by Tenant Additional Rent hereunder when due and such failure continues shall continue for a period of ten five (105) days Business Days after written notice from Landlord to Tenant that such payment has not been received, or from Landlord; or
(ii) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly (and provided further that Tenant is proceeding with due diligence in any event within such thirty (30) day period) to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues remedy the same and to proceed prosecute such remedy to completion with diligence to cure said Event of Defaultand continuity (and in any event, but in no event shall such cure period extend beyond within ninety (90) days following after the notice from Landlord of such violation, default or breach, or described in this subparagraph (ii)); or
(iii) Tenant’s leasehold interest in the Premises shall be taken on execution or by other process of law directed against Tenant; or
(iv) Tenant files a petition commencing a voluntary caseshall make an assignment for the benefit of creditors or shall be adjudicated insolvent, 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors (other than the Bankruptcy Code, andas hereinafter defined), or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Tenant; or
(vi) A petition shall be filed against Tenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of ninety (90) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Tenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of ninety (90) days (whether or not consecutive); or
(vii) If: (x) Tenant shall fail to pay the Basic Rent, Escalation Charges or any other Additional Rent hereunder when due or shall fail to perform or observe any other covenant herein contained on Tenant’s part to be performed or observed and Tenant shall cure any such failure within the applicable grace period provisions set forth in clauses (i) and or (ii) above; or (y) an Event of Default of the kind set forth in clauses (i) or (ii) above shall have no application occur and Landlord shall, in its sole discretion, permit Tenant to the Events cure such Event of Default referred to after the applicable grace period has expired; and the same or a similar failure shall occur more than once twice within the next 365 days (whether or not such similar failure is cured within the applicable grace period); then in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordcase, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days terminate this Lease as hereinafter provided and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any other rights or remedies available to Landlord under this Lease, at law or in equity. .
(b) For purposes of clause (a)(v) above, includingan “Event of Bankruptcy” means the filing of a voluntary petition by Tenant, without limitationor the entry of an order for relief against Tenant, one under Chapter 7, 11, or more 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 X.X.X §000, et seq.. If an Event of Bankruptcy occurs, then the trustee of Tenant’s bankruptcy estate or Tenant as debtor-in-possession may (subject to final approval of the court) assume this Lease, and may subsequently assign it, only if it does the following remedies:within sixty (60) days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original sixty-day period):
Appears in 2 contracts
Samples: Lease Agreement (Repligen Corp), Lease Agreement (Repligen Corp)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the fixed rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and such failure payable, and the same continues for a period of ten five (105) days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (i) above twice in any calendar year, Tenant fails shall thereafter in the same calendar year fail to pay the fixed rent, Additional Rent or other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Sections 5.6 through 5.6.5 of this Lease; or
(iv) Tenant shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(v) Tenant’s leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vi) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any future federal, state bankruptcy or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(vii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of ninety (i90) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of ninety (90) days (whether or not consecutive) then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance). Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) days If this Lease shall have been terminated as provided in this Article, then Landlord may, without notice, re- enter the Premises, either by force, summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and after Tenant hereby waives the giving service of notice of intention to re-enter or to institute legal proceedings to that end.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 (a) or shall be otherwise terminated by breach of any obligation of Tenant, Tenant covenants and agrees forthwith to pay and be liable for, on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would, under the terms of this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Amounts received by Landlord after reletting shall first be applied against such Landlord’s expenses, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would fall due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant’s liability prior to any such reletting and such recovery not in any way to be diminished as a result of the following remedies:fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant’s obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms. Landlord agrees to use reasonable efforts to relet the Premises after Tenant vacates the same in the event this Lease is terminated based upon an Event of Default by Tenant hereunder. The marketing of the Premises in a manner similar to the manner in which Landlord markets other premises within Landlord’s control within the Building shall be deemed to have satisfied Landlord’s obligation to use “reasonable efforts” hereunder. In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenant for the Premises until Landlord obtains full and complete possession of the Premises (including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant), (ii) relet the Premises before leasing other vacant space in the Building, or (iii) lease the Premises for a rental less than the current fair market rent then prevailing for similar office space in the Building.
(d) (i) Landlord may elect, as an alternative, to have Tenant pay liquidated damages, which election may be made by notice given to Tenant at any time after such termination and whether or not Landlord shall have collected any damages as aforesaid, as liquidated final damages and in lieu of all other damages beyond the date of such notice. Upon such notice, Tenant shall promptly pay to Landlord, as liquidated damages, in addition to any damages collected or due from Tenant for any period prior to such notice and all expenses which Landlord may have incurred with respect to the collection of such damages, such a sum as at the time of the giving of such notice represents the amount of the excess, if any, of the total rent and other benefits which would have accrued to Landlord under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above the then cash rental value (in advance) of the Premises for the balance of the Lease Term.
Appears in 2 contracts
Samples: Lease Agreement (Flexion Therapeutics Inc), Lease Agreement (Flexion Therapeutics Inc)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Tenant:
(a) the abandonment of default the Premises;
(“Event of Default”b) under this Lease if: (i) failure by Tenant fails to pay any installment of rent or any other sum payable by Tenant Rent when required hereunder when due and such failure continues for a period of ten (10) days after Tenant’s receipt of written notice from Landlord of such failure, provided, that Landlord shall only be obligated to provide Tenant that such payment has not been received, or with written notice of monetary default one (ii1) time in any period of twelve (12) consecutive months;
(c) failure by Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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)covenants, as now conditions 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordto be observed or performed by Tenant, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in except the payment of rent) which cannot be cured within Rent, where such failure shall continue for a period of thirty (30) days and after written notice thereof by Landlord to Tenant (provided, however, that if the nature of Tenant, prior to the expiration of ’s default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion);
(d) the making by Tenant or Guarantor (while the Guaranty is in effect) of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant or Guarantor (while the Guaranty is in effect) of a petition to have Tenant or Guarantor (while the right Guaranty is in effect) adjudged a bankrupt, or a petition or a reorganization or arrangement under any law relating to declare bankruptcy (unless, in the term ended by reason thereof for an additional period case of a petition filed against Tenant, the same is dismissed within sixty (60) days.); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days; or
14.3 In (e) any of the event Liquor License for the Premises is revoked or is suspended for more than three (3) weeks by the State of Colorado or the City of Glendale for any reason whatsoever. Notwithstanding the cure period allowed by subparagraph (c) above, it shall be an immediate default under this Lease if Tenant fails to surrender the Premises to Landlord upon the expiration or sooner termination of the Lease, or if any failure of Tenant to comply with any provision of this Lease results in the cancellation of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law property insurance coverage or causes or results in equity, including, without limitation, one a dangerous condition on the Premises or more the remainder of the following remedies:Property, and such failure to comply is not cured as soon as reasonably possible after notice thereof by Landlord to Tenant. In no event shall financial inability be considered a reasonable ground for failure of Tenant to cure any breach of, or failure to comply with, the provisions of this Lease.
Appears in 2 contracts
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it (a) The occurrence of any one or more of the following events shall be constitute an event of default (“"Event of Default”) " of Tenant under this Lease if: Lease:
(i) if Tenant fails to pay any installment of rent Base Rent or any other sum payable by Tenant Additional Rent hereunder as and when such rent becomes due and such failure continues shall continue for a period of more than ten (10) days after Landlord gives written notice from Landlord to Tenant that of such payment has not been received, or failure;
(ii) Tenant fails to observe intentionally omitted;
(iii) if the Demised Premises become deserted or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant abandoned for more than thirty (30) consecutive days;
(iv) if Tenant permits to be done anything which creates a lien upon the Demised Premises and fails to discharge or bond such lien, providedor post security with Landlord acceptable to Landlord within thirty (30) days after receipt by Tenant of written notice thereof;
(v) if Tenant fails to maintain in force all policies of insurance required by this Lease and such failure shall continue for more than ten (10) days after Landlord gives Tenant written notice of such failure;
(vi) if any petition is filed by or against Tenant under any present or future section or chapter of the Bankruptcy Code, howeveror under any similar law or statute of the United States or any state thereof (which, that in the case of an involuntary proceeding, is not permanently discharged, dismissed, stayed, or vacated, as the case may be, within ninety (90) days of commencement), or if any order for relief shall be entered against Tenant in any such proceedings;
(vii) intentionally omitted;
(viii) if a receiver, custodian, or trustee is appointed for the Demised Premises or for all or substantially all of the assets of Tenant, which appointment is not vacated within sixty (60) days following the date of such appointment; or
(ix) if Tenant fails to perform or observe any other term of this Lease and such failure shall continue for more than thirty (30) days after Landlord gives Tenant written notice of such failure, or, if such non-monetary Event of Default by Tenant failure cannot reasonably be cured corrected within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues does not commence 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of correct such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of said thirty (30) days day period and Tenant, prior thereafter diligently prosecute the correction of same to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayscompletion within a reasonable time.
14.3 In (b) Upon the event occurrence of any such Event one or more Events of Default, Landlord may, at Landlord's option, without any time thereafter may at its option exercise any remedies available demand or notice whatsoever (except as expressly required in this Section 22):
(i) Terminate this Lease by giving Tenant notice of termination, in which event this Lease shall expire and terminate on the date specified in such notice of termination and all rights of Tenant under this Lease and in and to the Demised Premises shall terminate. Tenant shall remain liable for all obligations under this Lease arising up to the date of such termination, and Tenant shall surrender the Demised Premises to Landlord at law or on the date specified in equitysuch notice; or
(ii) Terminate this Lease as provided in Section 22(b)(i) hereof and recover from Tenant all damages Landlord may incur by reason of Tenant's default, including, without limitation, one or more an amount which, at the date of such termination, is calculated as follows: (1) the value of the excess, if any, of (A) the Base Rent, Additional Rent and all other sums which would have been payable hereunder by Tenant for the period commencing with the day following remedies:the date of such termination and ending with the Expiration Date had this Lease not been terminated (the "Remaining Term"), over (B) the aggregate fair market rental value of the Demised Premises for the Remaining Term (which excess, if any shall be discounted to present value at the "Treasury Yield" as defined below for the Remaining Term); plus (2) the costs of recovering possession of the Demised Premises and all other expenses incurred by Landlord due to Tenant's default, including, without limitation, reasonable attorney's fees; plus (3) the unpaid Base Rent and Additional Rent earned as of the date of termination plus any interest and late fees due hereunder, plus other sums of money and damages owing on the date of termination by Tenant to Landlord under this Lease or in connection with the Demised Premises. The amount as calculated above shall be deemed immediately due and payable. The payment of the amount calculated in subparagraph (ii)(l) shall not be deemed a penalty but shall merely constitute payment of liquidated damages, it being understood and acknowledged by Landlord and Tenant that actual damages to Landlord are extremely difficult, if not impossible, to ascertain. "Treasury Yield" shall mean the rate of return in percent per annum of Treasury Constant Maturities for the length of time specified as published in document H.15(519) (presently published by the Board of Governors of the U.S. Federal Reserve System titled "Federal Reserve Statistical Release") for the calendar week immediately preceding the calendar week in which the termination occurs. If the rate of return of Treasury Constant Maturities for the calendar week in question is not published on or before the business day preceding the date of the Treasury Yield in question is to become effective, then the Treasury Yield shall be based upon the rate of return of Treasury Constant Maturities for the length of time specified for the most recent calendar week for which such publication has occurred. If no rate of return for Treasury Constant Maturities is published for the specific length of time specified, the Treasury Yield for such length of time shall be the weighted average of the rates of return of Treasury Constant Maturities most nearly corresponding to the length of the applicable period specified. If the publishing of the rate of return of Treasury Constant Maturities is ever discontinued, then the Treasury Yield shall be based upon the index which is published by the Board of Governors of the U.S. Federal Reserve System in replacement thereof or, if no such replacement index is published, the index which, in Landlord's reasonable determination, most nearly corresponds to the rate of return of Treasury Constant Maturities. In determining the aggregate fair market rental value pursuant to subparagraph (ii)(l)(B) above, the parties hereby agree that, at the time Landlord seeks to enforce this remedy, all relevant factors should be considered, including, but not limited to, (a) the length of time remaining in the Term, (b) the then current market conditions in the general area in which the Building is located, (c) the likelihood of reletting the Demised Premises for a period of time equal to the remainder of the Term, (d) the net effective rental rates then being obtained by landlords for similar type space of similar size in similar type buildings in the general area in which the Building is located, (e) the vacancy levels in the general area in which the Building is located, (f) current levels of new construction that will be completed during the remainder of the Term and how this construction will likely affect vacancy rates and rental rates and (g) inflation; or
Appears in 2 contracts
Samples: Industrial Lease Agreement (Daisytek International Corporation /De/), Industrial Lease Agreement (Pfsweb Inc)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be an event any one or more of default the following events (herein referred to as a “Event Default of DefaultTenant”) under this Lease if: shall happen:
(i) Tenant fails shall fail to pay any installment of rent the Basic Rent, Escalation Charges or any other sum payable by Tenant additional charges hereunder when due and such failure continues shall continue for a period of ten three (103) days full Business Days after written notice from Landlord to Tenant that such payment has not been received, or from Landlord; or
(ii) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues prosecute such remedy to proceed completion with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or and continuity; or
(iii) Tenant’s leasehold interest in the Premises shall be taken on execution or by other process of law directed against Xxxxxx; or
(iv) Tenant files a petition commencing a voluntary caseshall make an assignment for the benefit of creditors or shall be adjudicated insolvent, 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors (other than the Bankruptcy Code, andas hereinafter defined), or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Tenant; or
(vi) A petition shall be filed against Tenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Tenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or
(vii) If: (x) Tenant shall fail to pay the Basic Rent, Escalation Charges, additional charges or other charges hereunder when due or shall fail to perform or observe any other covenant herein contained on Tenant’s part to be performed or observed and Tenant shall cure any such failure within the applicable grace period provisions set forth in clauses (i) and or (ii) above; or (y) a Default of Tenant of the kind set forth in clauses (i) or (ii) above shall have no application occur and Landlord shall, in its sole discretion, permit Tenant to cure such Default after the Events of applicable grace period has expired; and a similar failure or Default referred to shall occur more than twice within the next 365 days (whether or not such similar failure is cured within the applicable grace period); then in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of such case Landlord may terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of ten date not less than five (105) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of such notice on which this Lease shall terminate and this Lease shall come to an end on the date specified therein as aforesaidfully and completely as if such date were the date herein originally fixed for the expiration of the Term of this Lease, commences and Xxxxxx will then quit and surrender the Premises to eliminate Landlord, but Tenant shall remain liable as hereinafter provided.
(b) For purposes of clause (a)(v) above, an “Event of Bankruptcy” means the filing of a voluntary petition by Xxxxxx, or the entry of an order for relief against Tenant, under Chapter 7, 11, or 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C Sec. 101, et seq.. If an Event of Bankruptcy occurs, then the trustee of Tenant’s bankruptcy estate or Tenant as debtor-in-possession may (subject to final approval of the court) assume this Lease, and may subsequently assign it, only if it does the following within 60 days after the date of the filing of the voluntary petition, the entry of the order for relief (or such default additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original 60-day period):
(i) file a motion to assume the Lease with the appropriate court;
(ii) satisfy all of the following conditions, which Landlord and proceeds diligently Tenant acknowledge to take steps be commercially reasonable:
(A) cure all Defaults of Tenant under this Lease or provide Landlord with Adequate Assurance (as defined below) that it will (x) cure all monetary Defaults of Tenant hereunder within 10 days from the date of the assumption; and (y) cure all nonmonetary Defaults of Tenant hereunder within 30 days from the date of the assumption;
(B) compensate Landlord and any other person or entity, or provide Landlord with Adequate Assurance that within 10 days after the date of the assumption, it will compensate Landlord and such other person or entity, for any pecuniary loss that Landlord and such other person or entity incurred as a result of any Default of Tenant, the trustee, or the debtor-in-possession;
(C) provide Landlord with Adequate Assurance of Future Performance (as defined below) of all of Tenant’s obligations under this Lease; and
(D) deliver to Landlord a written statement that the conditions herein have been satisfied.
(c) For purposes only of the foregoing paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance” means at least meeting the following conditions, which Landlord and Tenant acknowledge to be commercially reasonable:
(i) entering an order segregating sufficient cash to pay Landlord and any other person or entity under paragraph (b) above, and
(ii) granting to Landlord a valid first lien and security interest (in form acceptable to Landlord) in all property comprising the Tenant’s “property of the estate,” as that term is defined in Section 541 of the Bankruptcy Code, which lien and security interest secures the trustee’s or debtor-in-possession’s obligation to cure the samemonetary and nonmonetary defaults under the Lease within the periods set forth in paragraph (b) above;
(d) For purposes only of paragraph (b), and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least meeting the following conditions, which Landlord and Tenant acknowledge to be commercially reasonable:
(i) the trustee or debtor-in-possession depositing with Landlord, as security for the timely payment of rent and other monetary obligations, an amount equal to the sum of two (2) months’ Basic Rent plus an amount equal to two (2) months’ installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9;
(ii) the trustee or the debtor-in-possession agreeing to pay in advance, on each day that the Basic Rent is payable, the monthly installments on account of Operating Expenses and Taxes, computed in accordance with Articles 8 and 9 hereof;
(iii) the trustee or debtor-in-possession providing adequate assurance of the source of the rent and other consideration due under this Lease;
(iv) Tenant’s bankruptcy estate and the trustee or debtor-in-possession providing Adequate Assurance that the bankruptcy estate (and any successor after the conclusion of the Tenant’s bankruptcy proceedings) will continue to have sufficient unencumbered assets after the payment of all secured obligations and administrative expenses to assure Landlord that the bankruptcy estate (and any successor after the conclusion of the Tenant’s bankruptcy proceedings) will have sufficient funds to fulfill Tenant’s obligations hereunder; and
(e) If the trustee or the debtor-in-possession assumes the Lease under paragraph (b) above and applicable bankruptcy law, it may assign its interest in this Lease only if the proposed assignee first provides Landlord with Adequate Assurance of Future Performance of all of Tenant’s obligations under the Lease, and if Landlord determines, in the exercise of its reasonable business judgment, that the assignment of this Lease will not breach any other lease, or any mortgage, financing agreement, or other agreement relating to the Building or the Park by which Landlord or the Building or the Park is then bound (and Landlord shall not have the right be required to declare the term ended obtain consents or waivers from any third party required under any lease, mortgage, financing agreement, or other such agreement by reason thereof for an additional period of sixty (60) dayswhich Landlord is then bound).
14.3 (f) For purposes only of paragraph (e) above, and in addition to any other requirements under the Bankruptcy Code, any future federal bankruptcy law and applicable case law, “Adequate Assurance of Future Performance” means at least the satisfaction of the following conditions, which Landlord and Tenant acknowledge to be commercially reasonable:
(i) the proposed assignee submitting a current financial statement, audited by a certified public accountant, that allows a net worth and working capital in amounts determined in the reasonable business judgment of Landlord to be sufficient to assure the future performance by the assignee of Tenant’s obligation under this Lease; and
(ii) if requested by Xxxxxxxx in the exercise of its reasonable business judgment, the proposed assignee obtaining a guarantee (in form and substance satisfactory to Landlord) from one or more persons who satisfy Landlord’s standards of creditworthiness;
(g) If this Lease shall have been terminated as provided in this Article, or if any execution or attachment shall be issued against Tenant or any of Tenant’s property whereupon the Premises shall be taken or occupied by someone other than Tenant, then Landlord may re-enter the Premises, either by summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made.
(h) In the event of any termination, Tenant shall pay the Basic Rent, Escalation Charges and other sums payable hereunder up to the time of such Event termination, and thereafter Tenant, until the end of Defaultwhat would have been the Term of this Lease in the absence of such termination, Landlord at any time thereafter may at its option exercise any remedies available and whether or not the Premises shall have been relet, shall be liable to Landlord at law or for, and shall pay to Landlord, as liquidated current damages: (x) the Basic Rent, Escalation Charges and other sums that would be payable hereunder if such termination had not occurred, less the net proceeds, if any, of any reletting of the Premises, after deducting all expenses in equityconnection with such reletting, including, without limitation, one or more all repossession costs, brokerage commissions, legal expenses, attorneys’ fees, advertising, expenses of employees, alteration costs and expenses of preparation for such reletting; and (y) if, in accordance with Section 3.1(a), Tenant commenced payment of the following remedies:full amount of Basic Rent on any day other than the Commencement Date, the amount of Basic Rent that would have been payable during the period beginning on the Commencement Date and ending on the day Tenant commenced payment of the full amount of Basic Rent under such Section 3.1(a). Tenant shall pay the portion of such current damages referred to in clause (x) above to Landlord monthly on the days which the Basic Rent would have been payable hereunder if this Lease had not been terminated, and Tenant shall pay the portion of such current damages referred to in clause (y) above to Landlord upon such termination.
(i) At any time after such termination, whether or not Landlord shall have collected any such current damages, as liquidated final damages and in lieu of all such current damages beyond the date of such demand, at Xxxxxxxx’s election Tenant shall pay to Landlord an amount equal to the excess, if any, of the Basic Rent, Escalation Charges and other sums as hereinbefore provided which would be payable hereunder from the date of such demand assuming that, for the purposes of this paragraph, annual payments by Tenant on account of Taxes and Operating Expenses would be the same as the payments required for the immediately preceding Operating or Tax Year for what would be the then unexpired Term of this Lease if the same remained in effect, over the then fair net rental value of the Premises for the same period, discounted to then net present value at 2% per annum.
(j) In case of any Default of Tenant, re-entry, expiration and dispossession by summary proceedings or otherwise, Landlord may (i) re-let the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term of this Lease and may grant concessions or free rent to the extent that Xxxxxxxx considers advisable and necessary to re-let the same and (ii) may make such reasonable alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable and necessary for the purpose of reletting the Premises; and the making of such alterations, repairs and decorations shall not operate or be construed to release Tenant from liability hereunder as aforesaid. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for failure to collect the rent under such re-letting. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, or in the event of Landlord obtaining possession of the Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease.
(k) If a Guarantor of this Lease is named in Section 1.2, the happening of any of the events described in paragraphs (a)(iv)-(a)(vi) of this Section 13.1 with respect to the Guarantor shall constitute a Default of Tenant hereunder.
(l) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled lawfully, and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for.
(m) All costs and expenses incurred by or on behalf of Landlord (including, without limitation, attorneys’ fees and expenses at both the trial and appellate levels) in enforcing its rights hereunder or occasioned by any breach of this Lease by Tenant or any Default of Tenant shall be paid by Xxxxxx.
Appears in 2 contracts
Samples: Sublease (Upstream Bio, Inc.), Sublease (Upstream Bio, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the fixed rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and such failure payable, and the same continues for a period of ten seven (107) days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (i) above twice in any calendar year, Tenant fails shall thereafter in the same calendar year fail to pay the fixed rent, Additional Rent or other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Section 5.6 through 5.6.5 of this Lease; or
(iv) Tenant shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(v) Tenant’s leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vi) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any future federal, state bankruptcy or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(vii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of sixty (i60) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive) then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance). Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) days If this Lease shall have been terminated as provided in this Article, then Landlord may, without notice, re- enter the Premises, either by summary proceedings, ejectment or legal means, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and after Tenant hereby waives the giving service of notice of intention to re-enter or to institute legal proceedings to that end.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 (a) or shall be otherwise terminated by breach of any obligation of Tenant, Tenant covenants and agrees forthwith to pay and be liable for, on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would, under the terms of this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or relet for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all actual and reasonable out-of-pocket expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Amounts received by Landlord after reletting shall first be applied against such Landlord’s expenses, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would fall due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant’s liability prior to any such reletting and such recovery not in any way to be diminished as a result of the following remedies:fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant’s obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms. Landlord agrees to use reasonable efforts to relet the Premises after Tenant vacates the same in the event this Lease is terminated based upon an Event of Default by Tenant hereunder. The marketing of the Premises in a manner similar to the manner in which Landlord markets other premises within Landlord’s control within the Building shall be deemed to have satisfied Landlord’s obligation to use “reasonable efforts” hereunder. In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenant for the Premises until Landlord obtains full and complete possession of the Premises (including, without limitation, the final and unappealable legal right to relet the Premises free of any claim of Tenant), (ii) relet the Premises before leasing other vacant space in the Building, or (iii) lease the Premises for a rental less than the current fair market rent then prevailing for similar office space in the Building.
(d) (i) Landlord may elect, as an alternative, to have Tenant pay liquidated damages, which election may be made by notice given to Tenant at any time after such termination and whether or not Landlord shall have collected any damages as aforesaid, as liquidated final damages and in lieu of all other damages beyond the date of such notice. Upon such notice, Tenant shall promptly pay to Landlord, as liquidated damages, in addition to any damages collected or due from Tenant for any period prior to such notice and all expenses which Landlord may have incurred with respect to the collection of such damages, such a sum as at the time of the giving of such notice represents the amount of the excess, if any, of the total rent and other benefits which would have accrued to Landlord under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above the then cash rental value (in advance) of the Premises for the balance of the Lease Term discounted to present value at a discount rate equal to the then-prevailing prime rate in Boston as set by Bank of America, NA. (or its successor).
Appears in 2 contracts
Samples: Lease Agreement (Proteon Therapeutics Inc), Lease Agreement (Proteon Therapeutics Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following events shall be deemed to be an event of default (“Event of Default”) ” under this Lease ifLease: (i) Tenant fails failure to pay any installment of rent Rent or any other sum payable by Tenant hereunder monetary obligation as and when due due, and such failure continues for a period of ten three (103) business days after Tenant’s receipt of Landlord’s written notice from Landlord to Tenant that such payment has not been received, or thereof; (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or abandons the Premises; (iii) Tenant 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, Guarantor or Tenant consents or acquiesces in the filing thereofbecomes insolvent, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make makes an assignment for the benefit of creditors, or institutes a proceeding under state or federal bankruptcy laws (or successor laws) or Guarantor or Tenant shall admit be adjudged bankrupt or insolvent in writing its inability proceedings filed against Guarantor or Tenant; (iv) a writ of attachment or execution is levied on this Lease, or a receiver is appointed with authority to pay its debts generally as they become due. The notice and grace period provisions in clauses take possession of the Premises, which attachment, execution or receiver is not removed within thirty (i30) and (ii) above shall have no application to the Events days of Default referred to in clauses (iii) through filing or appointment of a receiver; (v) above.
14.2 If Guarantor or Tenant shall fail be liquidated or dissolved; (vi) Tenant shall violate Section 22 hereof; (vii) the estate or interest of Tenant in the Premises or any part thereof shall be levied upon or attached in any proceeding relating to make more than One Hundred Thousand and No/100 Dollars ($100,000.00), and the same shall not be vacated, discharged or stayed pending appeal (or bonded or otherwise similarly secured payment) within the earlier of sixty (60) days after commencement thereof or thirty (30) days after receipt by Tenant of notice thereof from Landlord or any payment earlier period provided by Law for obtaining any stay pending appeal or to prevent foreclosure or sale; provided, however, that such notice shall be in lieu of rent when due and not in addition to any notice required under applicable Law; (viii) Tenant fails to maintain any insurance required by this Lease; (ix) failure by Tenant to perform any other covenant, agreement or undertaking of the Tenant contained in this Lease if the failure to perform is not cured within thirty (30) days after Tenant’s receipt of Landlord’s written notice thereof; provided, however, if the breach cannot reasonably be cured within thirty (30) days, the same shall not result in an Event of Default if Tenant shall fail commences to keep cure the breach within thirty (30) days of receipt of Landlord’s written notice and perform any express diligently and in good faith continues to prosecute the cure of said breach to completion, provided such breach is cured within sixty (60) days after Tenant’s receipt of Landlord’s written covenant of this Lease and shall continue in default for a period of notice thereof; (x) to the extent required under the Guaranty, Guarantor fails to deliver the financial statements required to be delivered by Guarantor to Landlord if such failure is not cured within ten (10) days after Tenant has received Tenant’s receipt of Landlord’s written notice thereof; (xi) an event of such default beyond all applicable notice and demand cure periods by Guarantor under the Guaranty; and (xii) an event of performance from default beyond all applicable notice and cure periods by Tenant under Section 23(i) through Section 23(xi) of a lease agreement by and between Landlord (or an Affiliate of Landlord) and Tenant (or an Affiliate of Tenant) dated on or about the date hereof in substantially the same form as this Lease (each, Landlord may commence judicial proceedingsa “Portfolio Lease”), or the subsection thereof analogous to Section 23(i) through Section 23(xi) hereof (provided, however, if any default the Event of Default described in this clause (xii) shall occur (other than in the payment be of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days no further force or effect from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure date that is twenty four (24) months after the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysCommencement Date).
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement (Big Lots Inc), Lease Agreement (Big Lots Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of default (“Event of Default”a) under this Lease if: (i) If Tenant fails to pay any installment of rent Fixed Rent or any Additional Rent or other sum payable by Tenant or charge hereunder when due and such failure continues for a period of within ten (10) days after written notice from Landlord to Tenant that such payment has not been receivedthe same is due; or (b) (intentionally), or (iic) (intentionally deleted), or (d) if any assignment shall be made by Tenant (or any assignee or sublessee of Tenant) for the benefit of creditors, or (e) if Tenant’s leasehold interest shall be taken on execution or by other process of law, or (f) if a petition is filed by Tenant (or any assignee or sublessee of Tenant) for adjudication as a bankrupt, or for reorganization or an arrangement under any provision of any bankruptcy act then in force and effect, or (g) if an involuntary petition under the provisions of any bankruptcy act is filed against Tenant (or any assignee or sublessee of Tenant) and such involuntary petition is not dismissed within sixty (60) days thereafter, or (h) if Tenant (or any assignee or sublessee of Tenant) shall be declared bankrupt or insolvent according to law, or (i) if a receiver, trustee or assignee shall be petitioned for and not contested by Tenant for the whole or any part of Tenant’s (or such assignee’s or sublessee’s) property, or if a receiver, trustee or assignee shall be appointed over Tenant’s (or such other person’s) objection and not be removed within sixty (60) days thereafter, or (j) (reserved), or (k) if Tenant fails to observe or perform any other material covenant covenant, agreement or agreement of Tenant herein contained condition hereunder and such failure default continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, days after notice (provided, however, that if such thirty (30) day period shall be reasonably extended for up to an additional sixty (60) days in the case of non-monetary Event default if the matter complained of Default by Tenant can be cured, but the cure cannot reasonably be cured completed within such thirty (30) day period and Tenant begins promptly to cure within such period and thereafter diligently completes the cure; if such matters cannot be cured then there shall be no cure period), then, and provided in any such case, Landlord and its agents and employees lawfully may, in addition to and not in derogation of any remedies for any preceding breach, immediately or at any time thereafter, enter into and upon the Demised Premises or any part thereof in the name of the whole, or mail or deliver a notice of termination of the Term addressed to Tenant at the Demised Premises or at any other address herein provided, and thereby terminate this Lease and repossess the same as of Landlord’s former estate. Upon such entry or mailing or delivery, as the case may be, the Term shall terminate, all executory rights of Tenant and all obligations of Landlord under this Lease shall immediately cease, and Landlord may expel Tenant and all persons claiming by, through or under Tenant and remove its and their effects without being deemed guilty of any manner of trespass and without prejudice to any remedies which might otherwise be used for arrears of rent or prior breach of covenants; and Tenant, to the extent permitted by applicable law, hereby waives all statutory and equitable rights to its leasehold (including without limitation rights in the nature of further that cure or of redemption, if any). Landlord may, without notice (but subject to applicable law), store Tenant’s effects (and those of any person claiming by, through or under Tenant) at the expense and risk of Tenant is proceeding with due diligence to effect a cure of said Event of Defaultand, no Event of Default hereunder shall be declared by if Landlord if Tenant continues to proceed with diligence to cure said Event of Defaultso elects, but in no event shall may sell such cure period extend beyond ninety effects at public auction or auctions or at private sale or sales after seven (907) days following notice to Tenant (which notice Tenant agrees is reasonable) and apply the net proceeds to the payment of all sums due to Landlord from Landlord Tenant, if any, and pay over the balance, if any, to Tenant. If any payment of such violationFixed Rent, default or breachAdditional Rent, or other payment due from Tenant to Landlord is not paid within five (iii) Tenant 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 (605) days after the filing thereofdate due, or then Landlord may, at its option, in addition to all other remedies hereunder, impose a late charge on Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or equal to 3% of the Premises shall amount in question, which late charge will be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged due within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, as Additional Rent (provided, however, if that no such charge shall be imposed for the first such late payment during any default shall occur (other than in calendar year during the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysTerm).
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Tenant:
(a) the abandonment of default the Premises;
(“Event of Default”b) under this Lease if: (i) failure by Tenant fails to pay any installment of rent or any other sum payable by Tenant Rent when required hereunder when due and such failure continues for a period of ten (10) days after Tenant’s receipt of written notice from Landlord of such failure, provided, that Landlord shall only be obligated to provide Tenant that such payment has not been received, or with written notice of monetary default one (ii1) time in any period of twelve (12) consecutive months;
(c) failure by Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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)covenants, as now conditions 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordto be observed or performed by Tenant, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in except the payment of rent) which cannot be cured within Rent, where such failure shall continue for a period of thirty (30) days and after written notice thereof by Landlord to Tenant (provided, however, that if the nature of Tenant, prior to the expiration of ’s default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion);
(d) the making by Tenant or Guarantor (while the Guaranty is in effect) of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant or Guarantor (while the Guaranty is in effect) of a petition to have Tenant or Guarantor (while the right Guaranty is in effect) adjudged a bankrupt, or a petition or a reorganization or arrangement under any law relating to declare bankruptcy (unless, in the term ended by reason thereof for an additional period case of a petition filed against Tenant, the same is dismissed within sixty (60) days.); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Demised Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Demised Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days; or
14.3 In (e) any of the event Liquor Licenses for the Premises is revoked or is suspended for more than three (3) weeks by the State of Colorado or the City and County of Denver for any reason whatsoever. Notwithstanding the cure period allowed by subparagraph (c) above, it shall be an immediate default under this Lease if Tenant fails to surrender the Demised Premises to Landlord upon the expiration or sooner termination of the Lease, or if any failure of Tenant to comply with any provision of this Lease results in the cancellation of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law property insurance coverage or causes or results in equity, including, without limitation, one a dangerous condition on the Demised Premises or more the remainder of the following remedies:Property, and such failure to comply is not cured as soon as reasonably possible after notice thereof by Landlord to Tenant. In no event shall financial inability be considered a reasonable ground for failure of Tenant to cure any breach of, or failure to comply with, the provisions of this Lease.
Appears in 2 contracts
Samples: Lease Agreement, Lease (VCG Holding Corp)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Tenant:
(a) The abandonment of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable the Premises by Tenant hereunder when due (failure to occupy and such failure continues operate the Premises for a period of ten (10) days after or more shall be deemed an abandonment), unless Tenant continues to pay all Rent and other expenses as and when due.
(b) The failure by Tenant to make any payment of Rent or any other payment required to be made by Tenant hereunder as and when due, which such failure shall continue for a period of five business days following Tenant’s receipt of written notice demand from Landlord to Tenant that such payment has not been received, or Landlord.
(iic) Tenant fails Tenant’s failure to observe or perform any of the covenants, conditions, or provisions of this Lease to be observed or performed by Tenant, other material covenant or agreement of Tenant herein contained and than as described in subparagraph (b) above, where such failure continues shall continue for a period of fifteen (15) days after written notice given thereof by or on behalf of Landlord to Tenant for more than thirty (30) days, Tenant; provided, however, that if the nature of Tenant’s default is such non-monetary Event of Default by that more than fifteen (15) days are reasonably required for its cure, then Tenant canshall not reasonably be cured deemed to be in default if Tenant commences such cure within such thirty said fifteen (3015) day period, period and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall thereafter diligently prosecutes such cure period extend beyond to completion; provided that such cure shall not be in excess of ninety (90) days following notice from Landlord of such violation, default or breach, or days.
(iiid) The making by Tenant 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 general assignment or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment general arrangement for the benefit of creditors, or shall admit the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in writing its inability this Lease, where possession is not restored to pay its debts generally as they become due. The notice and grace period provisions Tenant within sixty (60) days, or the attachment, execution, or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in clauses this Lease, where such seizure is not discharged in sixty (i60) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) abovedays.
14.2 If Tenant shall fail to make (e) The filing of any payment voluntary petition in bankruptcy by Tenant, or the filing of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default involuntary petition by Tenant’s creditors, which involuntary petition remains undischarged for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 . In the event that under applicable law the trustee in bankruptcy or Tenant has the right to affirm this Lease and perform the obligations of any Tenant hereunder, such Event trustee or Tenant shall, in such time period as may be permitted by the bankruptcy court having jurisdiction, cure all defaults of DefaultTenant hereunder outstanding as of the date of the affirmance of this Lease, Landlord at any time thereafter may at its option exercise any remedies available and provide to Landlord at law or in equity, including, without limitation, one or more such adequate assurances as may be necessary to ensure Landlord of the following remedies:continued performance of Tenant’s obligation under this Lease.
(f) Without the prior written consent of Landlord, which shall not be unreasonably withheld or delayed, selling, leasing, assigning, encumbering, hypothecating, transferring, or otherwise disposing of all or substantially all of the Tenant’s assets.
(g) If Tenant is a partnership or consists of more than one (1) person or entity, if any partner of the partnership or other person or entity is involved in any of the acts or events described in Sections (d) or (e) above.
Appears in 2 contracts
Samples: Lease Agreement (Health Net Inc), Lease Agreement (Health Net Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following shall be constitute an event of default (“Event of Default”:
(a) under this Lease if: (i) Failure onto the part of Tenant fails to pay any installment the Annual Fixed Rent on or before the date on which the same shall become due and payable, if such condition continues for five (5) days after notice from Landlord that the same is due (except that the giving of rent such written notice of default, and the cure period which follows, shall no longer be required as a condition to the occurrence of an Event of Default on the third or any further occasion of monetary default occurring within a twelve (12) consecutive month period).
(b) Failure on the part of the Tenant to pay the Additional Rent or other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and payable, if such failure condition continues for a period of ten (10) days after notice from the Landlord that the same are delinquent (except that the giving of such written notice of default, and the cure period which follows, shall no longer be required as a condition to the occurrence of an Event of Default on the third or any further occasion of monetary default occurring within a twelve (12) consecutive month period).
(c) Failure on the part of the Tenant to perform or observe any other term or condition contained in this Lease if the Tenant shall not cure such failure within thirty (30) days after notice from the Landlord to the Tenant thereof, provided that in the case of breaches of obligations under this Lease which are susceptible to cure but cannot be cured within thirty (30) days through the exercise of due diligence, so long as the Tenant commences such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than cure within thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day periodbreach remains susceptible to cure, and provided further that the Tenant is proceeding with due diligence diligently pursues such cure, such breach shall not be deemed to effect a cure of said create an Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety .
(90d) days following notice from Landlord of such violation, default or breach, or (iii) Tenant 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 The taking of the United States Code), as now estate hereby created on execution or hereafter in effect, by other process of law; or under any similar a judicial declaration that the Tenant is bankrupt or insolvent according to 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or assignment of the Premises shall be appointed in any proceedings brought by or against property of the Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors; or the appointment of a receiver, guardian, conservator, trustee in bankruptcy or other similar officer to take charge of all or any substantial part of the Tenant's property by a court of competent jurisdiction; or the filing of an involuntary petition against the Tenant under any provisions of the bankruptcy act now or hereafter enacted if the same is not dismissed within one hundred twenty (120) days; the filing by the Tenant of any voluntary petition for relief under provisions of any bankruptcy law now or hereafter enacted. If an Event of Default shall admit occur, then, 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 any such case, whether or not the Term shall have no application begun, the Landlord lawfully may, immediately or at any time thereafter, give notice to the Events Tenant specifying the Event of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease shall come to an end on the date specified therein as fully and shall continue in default completely as if such date were the date herein originally fixed for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from the Lease Term, and after the giving of notice Tenant will then quit and surrender the Premises to the Landlord, but the Tenant shall remain liable as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayshereinafter provided.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement (Praecis Pharmaceuticals Inc), Lease Agreement (Praecis Pharmaceuticals Inc)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein sometimes called an event of default (“"Event of Default”") under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the fixed rent, Additional Rent or any other sum payable by Tenant hereunder when charges for which provision is made herein on or before the date on which the same become due and such failure payable, and the same continues for a period of ten seven (107) days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(ii) Landlord having rightfully given the notice specified in subdivision (i) above twice in any calendar year, Tenant fails shall thereafter in the same calendar year fail to pay the fixed rent, Additional Rent or other charges on or before the date on which the same become due and payable; or
(iii) Tenant shall assign its interest in this Lease or sublet any portion of the Premises in violation of the requirements of Section 5.6 through 5.6.5 of this Lease; or
(iv) Tenant shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant's part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(v) Tenant's leasehold interest in the Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(vi) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(vii) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and grace period provisions in clauses shall remain undismissed or unstayed for an aggregate of ninety (i90) and days (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Premises shall fail to keep be appointed without the consent or acquiescence of Tenant and perform such appointment shall remain unvacated or unstayed for an aggregate of ninety (90) days (whether or not consecutive)-- then, and in any express written of said cases (notwithstanding any license of a former breach of covenant or waiver of the benefit hereof or consent in a former instance), Landlord lawfully may, immediately or at any time thereafter, and without demand or further notice terminate this Lease and shall continue in default for by written notice to Tenant, specifying a period of date not less than ten (10) days after Tenant has received written notice the giving of such default notice on which this Lease shall terminate, and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, this Lease shall come to an end on the date specified therein as fully and completely as if any default shall occur (other than in such date were the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to date herein originally fixed for the expiration of thirty the Lease Term (30Tenant hereby waiving any rights of redemption), and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) If this Lease shall have been terminated as provided in this Article, then Landlord may re- enter the Premises, either by force, summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made.
(c) In the event that this Lease is terminated under any of the provisions contained in Section 7.1 (a) or shall be otherwise terminated by breach of any obligation of Tenant, Tenant covenants and agrees forthwith to pay and be liable for, on the days from originally fixed herein for the payment thereof, amounts equal to the several installments of rent and after other charges reserved as they would, under the giving terms of notice this Lease, become due if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure whether the samePremises be relet or remain vacant, Landlord shall not have in whole or in part, or relet for a period less than the right to declare remainder of the term ended by reason thereof Term, and for an additional period of sixty (60) days.
14.3 In the whole thereof, but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of any such Event rent and other charges received by Landlord in reletting, after deduction of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or all reasonable expenses incurred in equity, reletting the Premises (including, without limitation, one or more remodeling costs, brokerage fees and the like), and in collecting the rent in connection therewith, in the following manner: Landlord agrees to use reasonable efforts to relet the Premises after Tenant vacates the same in the event that this Lease is terminated based upon a default by Tenant hereunder. The marketing of the following remedies:Premises in a manner similar to the manner in which Landlord markets other premises within Landlord's control in the Building shall be deemed to have satisfied Landlord's obligation to use "reasonable efforts." In no event shall Landlord be required to (i) solicit or entertain negotiations with any other prospective tenants for the Premises until Landlord obtains full and unappealable legal right to relet the Premises free of any claim of Tenant, (ii) relet the Premises before leasing other vacant space in the Building, (iii) lease the Premises for a rental less than the current fair market rental then prevailing for similar office space in the Building, or (iv) enter into a lease with any proposed tenant that does not have, in Landlord's reasonable opinion, sufficient financial resources or operating experience to operate the Premises in a first class manner Amounts received by Landlord after reletting shall first be applied against such Landlord's expenses, until the same are recovered, and until such recovery, Tenant shall pay, as of each day when a payment would fall due under this Lease, the amount which Tenant is obligated to pay under the terms of this Lease (Tenant's liability prior to any such reletting and such recovery not in any way to be diminished as a result of the fact that such reletting might be for a rent higher than the rent provided for in this Lease); when and if such expenses have been completely recovered, the amounts received from reletting by Landlord as have not previously been applied shall be credited against Tenant's obligations as of each day when a payment would fall due under this Lease, and only the net amount thereof shall be payable by Tenant. Further, amounts received by Landlord from such reletting for any period shall be credited only against obligations of Tenant allocable to such period, and shall not be credited against obligations of Tenant hereunder accruing subsequent or prior to such period; nor shall any credit of any kind be due for any period after the date when the term of this Lease is scheduled to expire according to its terms.
(i) At any time after such termination and whether or not Landlord shall have collected any damages as aforesaid, Tenant shall pay to Landlord as liquidated final damages and in lieu of all other damages beyond the date of notice from Landlord to Tenant, at Landlord's election, such a sum as at the time of the giving of such notice represents the amount of the excess, if any, of the total rent and other benefits which would have accrued to Landlord under this Lease from the date of such notice for what would be the then unexpired Lease Term if the Lease terms had been fully complied with by Tenant over and above the then cash rental value (in advance) of the Premises for the balance of the Lease Term.
(ii) For the purposes of this Article, if Landlord elects to require Tenant to pay damages in accordance with the immediately preceding paragraph, the total rent shall be computed by assuming that Tenant's share of excess taxes, Tenant's share of excess operating costs and Tenant's share of excess electrical costs would be, for the balance of the unexpired Term from the date of such notice, the amount thereof (if any) for the immediately preceding annual period payable by Tenant to Landlord.
(e) In case of any Event of Default, re-entry, dispossession by summary proceedings or otherwise, Landlord may (i) re-let the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term of this Lease and may grant concessions or free rent to the extent that Landlord considers advisable or necessary to re-let the same and (ii) may make such alterations, repairs and decorations in the Premises as Landlord in its sole judgment considers advisable or necessary for the purpose of reletting the Premises; and the making of such alterations, repairs and decorations shall not operate or be construed to release Tenant from liability hereunder as aforesaid. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for failure to collect the rent under re-letting.
(f) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled lawfully, and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for. Further, nothing contained in this Lease shall limit or prejudice the right of Landlord to prove and obtain in proceedings for bankruptcy or insolvency by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater, equal to, or less than the amount of the loss or damages referred to above.
(g) In lieu of any other damages or indemnity and in lieu of the recovery by Landlord of all sums payable under all the foregoing provisions of this Section 7.1, Landlord may elect to collect from tenant, by notice to Tenant, at any time after this Lease is terminated under any of the provisions contained in this Article VII or otherwise terminated by breach of any obligation of Tenant and before such full recovery, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the sum of the Annual Fixed Rent and all Additional Rent payable for the twelve (12) months ended next prior to the such termination plus the amount of Annual Fixed Rent and Additional Rent of any kind accrued and unpaid at the time of such election plus any and all expenses which the Landlord may have incurred for and with respect of the collection to any of such rent.
Appears in 2 contracts
Samples: Lease Agreement (Synta Pharmaceuticals Corp), Lease Agreement (Synta Pharmaceuticals Corp)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one or more of the following events shall be an event of a material default (“Event of Default”) under and breach of this Lease if: by Tenant:
(ia) Tenant fails to pay any installment of rent Base Rent or any other sum payable by Tenant hereunder when payment due under this Lease after the same shall be due and payable, and such failure continues for a period of ten three (103) days after written notice thereof from Landlord to Tenant that such payment (but with respect to the first installment of Additional Rent after Landlord has not been receivedchanged the amount of the estimated payment, or Tenant shall be provided a thirty (ii30) day notice rather than a three (3) day notice);
(b) Tenant fails to perform or observe or perform any other material covenant term, condition, covenant, or agreement obligation required to be performed or observed by it under this Lease for a period of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, days (or such shorter time provided herein) after notice thereof from Landlord; provided, however, that if such non-monetary Event of Default the term, condition, covenant, or obligation to be performed by Tenant is of such nature that the same cannot reasonably be cured within thirty (30) days and if Tenant commences such performance within said thirty (30) day periodperiod and thereafter diligently undertakes to complete the same, then such failure shall not be a default hereunder if it is cured with reasonable diligence and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event shall such cure period extend beyond later than ninety (90) days following notice from Landlord of such violationLandlord’s notice.
(c) A trustee, default or breachdisbursing agent, or receiver is appointed to take possession of all or substantially all of Tenant’s assets in, on or about the Premises or of Tenant’s interest in this Lease (iiiand Tenant does not regain possession within sixty (60) days after such appointment); or Tenant files a makes an assignment for the benefit of creditors; or all or substantially all of Tenant’s assets in, on or about the Premises or Tenant’s interest in this Lease are attached or levied upon under execution (and Tenant does not discharge the same within sixty (60) days thereafter).
(d) A petition commencing a voluntary casein bankruptcy, or has filed against it a petition commencing an involuntary caseinsolvency, 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 is filed by or against Tenant pursuant to any federal or state bankruptcy law or any similar state lawstatute, and, in the case of with respect to any such involuntary actionpetition filed against it, such action shall not be dismissed, discharged Tenant fails to secure a stay or denied discharge thereof within sixty (60) days after the filing thereofof the same.
(e) Any assignment, subletting, or Tenant consents or acquiesces in other transfer for which the filing thereofprior written consent of the Landlord has not been obtained, or except for Permitted Transfers.
(ivf) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit admission in writing of 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) abovemature.
14.2 If Tenant shall fail (g) Suspension of Tenant’s right to make conduct its business, caused by the order, judgment, decree, decision, or other act of any payment of rent when due court or if Tenant shall fail government agency.
(h) Tenant’s failure to keep execute, acknowledge, and perform any express written covenant of this Lease and shall continue in default for a period of deliver to Landlord, within ten (10) business days after following written notice from Landlord that Tenant has received written notice of such default and demand of performance from Landlordfailed to deliver any documents required to effectuate an attornment, Landlord may commence judicial proceedingsa subordination, provided, however, if or to make this Lease or any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, option granted herein prior to the lien of any mortgage, deed of trust, or ground lease, or any estoppel certificate, as the case may be within the time period specified in this Lease therefore.
(i) Tenant’s vacating of the Premises coupled with a Default by Tenant under Section 20.1(a) after the expiration of thirty the applicable cure periods set forth therein (30) days from but vacating alone shall not be a Default). If the Lease is assigned, and after if the giving assignor provides a mailing address to Landlord for purposes of notices hereunder, then Landlord shall mail to such assignor any notice as aforesaidto be given to Tenant under this Section 20.1; however, commences the fact that any such prior Tenant does not actually receive any such notice shall not restrict Landlord’s right to eliminate exercise its remedies hereunder. Such notice to an assignor shall not be required if such assignor is not liable for the default and proceeds diligently to take steps set forth in the notice. No time to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event be added as a result of any such Event mailing. Any notice required by the terms of Defaultthis Lease in connection with any such default shall be in lieu of, Landlord at and not in addition to, any time thereafter may at its option exercise any remedies available to Landlord at law or in equitynotice required under Sections 1161, includinget seq., without limitation, one or more of the following remedies:California Code of Civil Procedure.
Appears in 2 contracts
Samples: Lease Agreement (Adept Technology Inc), Lease Agreement (Adept Technology Inc)
Tenant’s Default. 14.1 Any Section 31.01 This Lease and the Term and estate hereby granted are subject to the further limitations that:
(a) If Tenant shall default in the payment of any Base Rent or Additional Rent or other provisions in this Lease notwithstanding, it shall be an event of default (“Event of Default”) charges under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues default shall continue for a period twenty (20) business days in the case of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, Base Rent or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) daysbusiness days in the case of Additional Rent after Landlord shall have given Tenant notice specifying such failure; or
(b) If Tenant shall, providedwhether by action or inaction, howeverbe in default of any of its obligations under this Lease (other than a default in the payment of Base Rent, that if Additional Rent or other charge under this Lease) and such non-monetary Event of Default by Tenant candefault shall continue and not reasonably be cured remedied within such thirty (30) day perioddays after Landlord shall have given to Tenant a notice specifying the same, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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, andor, 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot with due diligence be cured within a period of thirty (30) days and the continuance of which for the period required for cure will not subject Landlord to any risk of forfeiture, penalties, or criminal liability or of default under any superior lease or superior mortgage (or permit the lender not to fund the same), if Tenant shall not (i) within said thirty (30) day period acknowledge the existence of such default and advise Landlord of Tenant’s intention to take all steps necessary to remedy such default, prior (ii) duly commence within said thirty (30) day period, and thereafter continuously and diligently prosecute to completion all steps necessary to remedy such default and (iii) complete such remedy within a reasonable time after the date of said notice to Tenant; or
(c) If Tenant shall assign this Lease or sublease all of any portion of the Demised Premises in violation of Article 34 hereof; then in any of said cases, Landlord may give to Tenant a notice of intention of end the Term of this Lease at the expiration of twenty (20) business days from the date of the service of such notice of intention, and upon the expiration of said twenty (20) business days this Lease and the Term and estate hereby granted shall terminate with the same effect as if that day was the day herein definitely fixed for the expiration of this Lease. Nothing herein contained shall be construed to limit or preclude recovery by Landlord against Tenant of any sums or damage to which Landlord may be lawfully entitled by reason of Tenant’s default hereunder. Suites or suits for the recovery of such damages, or any installment thereof, may be brought by Landlord from time to time at its election, and nothing contained herein shall be deemed to require Landlord to postpone suit until the date when the Term of this Lease would have expired if it had not been so terminated under the provisions of this Article 31.
Section 31.02 Without limiting any other rights or remedies of Landlord under this Lease, if Tenant shall fail to pay any installment of Base Rent, Additional Rent or any other item of rent within twenty (20) business days after any of the same shall be due in the case of Base Rent or thirty (30) business days after the same shall be due in the case of Additional Rent, with an additional grace period of up to thirty (30) days each for delays in payment due to the annual re- registration of this Lease by the Comptroller, Tenant shall pay to Landlord, as the case may be, as a late charge and as Additional Rent, a sum equal to interest at the Default Rate on the amount unpaid, computed from the date such payment was due to and after including the giving date of notice as aforesaidpayment. For purposes of this Lease, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended “Default Rate” shall mean the greater of (a) the statutory rate for judgments and (b) the annual interest rate publicly announced by reason thereof for an additional period of sixty Citibank, N.A. (60or any successor thereto) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or principal place of business in equity, including, without limitation, one or more of New York City as its locally applicable so- called ‘base rent” (the following remedies:“Prime Rate”).
Appears in 2 contracts
Samples: Lease Agreement (Clipper Realty Inc.), Lease Agreement (Clipper Realty Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it a) The following shall be constitute an event of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such (an "Event of Tenant Default");
i) Tenant's failure continues for a period to make any payment of money required by this Lease (including, without limitation, Basic Rent or Real Estate Taxes) (subject to Tenant's right of good faith contest), within ten (10) days after Tenant's receipt of written notice from Landlord to Tenant that such payment has not been received, or (same is overdue; or
ii) Tenant fails Tenant's failure to observe or perform any other material covenant or agreement provision of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than this Lease within thirty (30) days, provided, however, days after Tenant's receipt of written notice from Landlord to Tenant specifying such default and demanding that the same be cured; provided that if such non-monetary Event of Default by Tenant default cannot reasonably with due diligence be wholly cured within such thirty (30) day period, Tenant shall have such longer period as is reasonably necessary to cure the default, so long as Tenant proceeds promptly to commence the cure of same within such thirty (30) day period and diligently prosecutes the cure to completion.
b) Upon the occurrence of an Event of Tenant Default, at Landlord's option, in addition to any and all other remedies which it may have at law and/or in equity (except as provided further that Tenant is proceeding with due diligence to effect below), and without its actions being deemed an election of remedies or a cure of said Tenant's default, Landlord may (a) terminate this Lease or (b) re-enter the Leased Premises by judicial proceeding, expel Tenant and remove all property from the Leased Premises, and relet the Leased Premises at the best possible rent obtainable and receive the rent therefrom. In the event Landlord relets the Leased Premises, all rentals received by Landlord shall be applied, first, to the payment of any indebtedness other than Basic Rent and other charges due hereunder from Tenant to Landlord; second, to the payment of any costs and expenses of such reletting, excluding tenant upfit costs; third, to the payment of Basic Rent and other charges due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of any future Basic Rent and/or other charges due and unpaid hereunder. Tenant shall remain liable to Landlord for the deficiency, if any, between the Basic Rent and all other charges payable by Tenant pursuant to this Lease and the rent and all other charges payable by the new tenant pursuant to the new lease obtained by Landlord on reletting. In the event this Lease shall be terminated as provided above, Landlord, its agents, servants or representatives may immediately or at any time thereafter peaceably re-enter and resume possession of the Leased Premises and remove all persons and property therefrom, by summary dispossession proceedings. The various rights and remedies reserved to Landlord herein are cumulative, and Landlord may pursue any and all such rights and remedies, whether at the same time or otherwise (to the extent not inconsistent with specific provisions of this Lease); provided that Landlord shall have the duty in any instance to mitigate its damages with respect to any Event of Tenant Default. Notwithstanding anything herein to the contrary, no Event of Default hereunder shall be declared by (i) Landlord if expressly waives its right to forcibly dispossess Tenant continues to proceed with diligence to cure said Event of Defaultfrom the Leased Premises, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violationwhether peaceably or otherwise, default or breach, or (iii) Tenant 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 actionwithout judicial process, such action that Landlord shall not be dismissed, discharged entitled to any "commercial lockout" or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator any other provisions of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents applicable law which permit landlords to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for dispossess tenants from commercial properties without 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) judicial review and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not in no event have the any right to declare accelerate the term ended Basic Rent or any other charges payable by reason thereof for an additional period of sixty (60) daysTenant hereunder.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Assignment and Assumption of Lease (Aei Income & Growth Fund 25 LLC), Lease Agreement (Across America Real Estate Development Corp)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it any one or more of the following events (herein referred to as a "Default of Tenant") shall be an event of default (“Event of Default”) under this Lease if: happen:
(i) Tenant fails shall fail to pay any installment the Annual Rent, additional rent, Tenant's Pro Rata Share of rent taxes and assessments, insurance premiums or any of CAM Charges or Common Outside Area Expenses or other sum sums or charges payable by Tenant hereunder when due and such failure continues for a period of Tenant shall fail to remedy the same within ten (10) days after written notice from Landlord thereof to Tenant that such payment has not been received, or Tenant; or
(ii) Tenant fails shall fail to observe or perform any other material covenant or agreement comply with the provisions of Tenant herein contained Article 7 and such failure continues after written notice given by or on behalf of Landlord to Tenant shall continue for more than two (2) days after written notice; or
(iii) Tenant shall neglect or fail to perform or observe any other covenant herein contained on Tenant's part to be performed or observed and Tenant shall fail to remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding to prosecute such remedy to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder and continuity; or
(iv) Tenant's leasehold interest in the Leased Premises shall be declared taken on execution or by Landlord if other process of law directed against Tenant; or
(v) Tenant continues to proceed with diligence to cure said Event shall make an assignment for the benefit of Default, but creditors or shall file a voluntary petition in no event bankruptcy or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default be adjudicated bankrupt or breachinsolvent, or (iii) Tenant 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors, and, or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The ; or
(vi) A petition shall be filed against Tenant in bankruptcy or under any other law seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of ninety (90) days (whether or not consecutive), or if any debtor in possession (whether or not Tenant) trustee, receiver or liquidator of Tenant or of all or any substantial part of its properties or of the Leased Premises shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of ninety (90) days (whether or not consecutive); then in any such case, Landlord may terminate this Lease by notice to Tenant, and grace period provisions thereupon this Lease shall come to an end as fully and completely as if such date were the date herein originally fixed for the expiration of the Term of this Lease, and Tenant will then quit and surrender the Premises to Landlord, but Tenant shall remain liable as hereinafter provided.
(b) If this Lease shall be terminated as provided in clauses (i) this Section 4.19, or if any execution or attachment shall be issued against Tenant or any of Tenant's property whereupon the Leased Premises shall be taken or occupied by someone other than Tenant, Tenant shall surrender and (ii) above deliver up the Premises to Landlord, and, upon any default in doing so, then Landlord may, without notice, re-enter the Premises, either by force, summary proceedings, ejectment or otherwise, and remove and dispossess Tenant and all other persons and any and all property from the same, as if this Lease had not been made, and to apply for the appointment of a receiver and for other ancillary relief in such action, provided that Tenant shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received days' written notice of (or such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of longer notice as aforesaidapplicable law may provide) after such application for a receiver or other ancillary relief is filed and before any hearing thereon, commences to eliminate and, in such default and proceeds diligently to take steps to cure the sameevent, Landlord shall not have and enjoy the right to declare the term ended by reason thereof for an additional period of sixty (60) dayssaid Premises, fully and completely, as if this Lease had never been made.
14.3 (c) In the event of any termination, Tenant shall pay the Annual Rent, Tenant's Pro Rata Share of real estate taxes and assessments and insurance premiums, CAM Charges, Common Outside Area Expenses and also all other additional rent and other sums payable hereunder up to the time of such Event termination, and thereafter Tenant, until the end of Defaultwhat would have been the Term of this Lease in the absence of such termination, and whether or not the Leased Premises shall have been relet, shall be liable to Landlord for, and shall pay to Landlord, as liquidated current damages, the Annual Rent, Tenant's Pro Rata Share of real estate taxes and assessments, insurance premiums, CAM Charges, Common Outside Area Expenses and also all other additional rent and other sums which would be payable hereunder if such termination had not occurred, less the net proceeds, if any, of any reletting of the Leased Premises, after deducting from the net proceeds of such reletting all reasonable expenses in connection with such reletting (amortized, to the extent permitted by generally accepted accounting principles, over the term of such re-letting or such other period as may be appropriate under the circumstances), including, without limitation, all repossession costs, brokerage commissions, legal expenses, attorneys' fees, advertising, expenses of employees, alteration costs and expenses of preparation for such reletting. Tenant shall pay such current damages to Landlord monthly on the days which the Annual Rent and additional rent would have been payable hereunder if this Lease had not been terminated.
(d) At any time after such termination, whether or not Landlord shall have collected any such current damages, as liquidated final damages and in lieu of all such current damages beyond the date of such demand, at Landlord's election Tenant shall pay to Landlord an amount equal to the present value (using a discount rate of 8.5%) the excess, if any, of the rent, Tenant's Pro Rata Share of taxes, insurance premiums and of CAM Charges and Common Outside Area Expenses and additional rent and other sums as hereinbefore provided which would be payable hereunder from the date of such demand (assuming that, for the purposes of this paragraph, annual payments by Tenant on account of taxes, insurance premiums, CAM Charges and Common Outside Area Expenses and other expenses would be the same as the payments required for the immediately preceding lease year) for what would be the then unexpired Term of this Lease if the same had remained in effect, over the then fair net rental value of the Leased Premises for the same period (assuming, for this purpose, the same level of Landlord services as are provided in this Lease).
(e) In the case of any such termination, re-entry, expiration or dispossession by summary proceeding or otherwise, Landlord at may (i) re-let the Leased Premises or any time thereafter part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord's option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Term of this Lease and may grant concessions or free rent to the extent that Landlord considers advisable and reasonably necessary to re-let the same and (ii) may make such reasonable alterations, repairs and decorations in the Leased Premises as Landlord in its option exercise reasonable judgment considers advisable and necessary for the purpose of reletting the Leased Premises; and the making of such alterations, repairs and decorations shall not operate or be construed to release Tenant from liability hereunder as aforesaid. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Leased Premises, or, in the event that the Leased Premises are re-let, for failure to collect the rent under such re-letting. Landlord will, however, use good faith efforts to re-let the Leases Premises. Tenant hereby expressly waives any and all rights of redemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, or in the event of Landlord obtaining possession of the Leased Premises, by reason of the violation by Tenant of any of the covenants and conditions of this Lease.
(f) In addition to all other rights and remedies available to which Landlord may have under the Lease, at law or in equity, upon the occurrence of any Default of Tenant, Landlord shall also have the following right: Any prothonotary or attorney of any court of record may appear for Tenant in amicable actions in ejectment, and may sign for Tenant an agreement, for which this Lease shall be his sufficient warrant, for entering in any competent court an amicable action or actions in ejectment, and in any suits or in said amicable actions to confess judgment against Tenant as well as all persons claiming by, through or under Tenant for the recovery by Landlord of possession of the Leased Premises. Such authority shall not be exhausted by any one or more exercises thereof, but judgment may be confessed from time to time as often as a Tenant's Default shall have occurred or be continuing. Such powers may be exercised during as well as after the expiration extension or renewal of the Lease Term.
(g) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may at any time be entitled to lawfully, and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for.
(h) All reasonable costs and expenses incurred by or on behalf of Landlord (including, without limitation, one reasonable attorneys' fees and expenses) in enforcing its rights hereunder or occasioned by any Default of Tenant shall be paid by Tenant.
(i) Notwithstanding anything to the contrary contained in this Lease:
(i) Landlord shall not have any right to accelerate rent and other amounts payable hereunder except to the extent provided in this Lease.
(ii) Landlord shall not have any right to exercise its remedies hereunder if Tenant cures a Default of Tenant prior to the effective date of Landlord's termination of this Lease (but not more than two times in the aggregate in any 12-month period as to all defaults). The provisions of this clause (ii) above shall not apply to failure to pay Annual Rent, or Tenant's Pro Rata Share of real estate taxes and assessments, insurance premiums, CAM Charges or Common Outside Area Expenses, or any other additional rent or charges payable by Tenant under this Lease nor to a failure to comply with Article 7.
(iii) In the event of any Tenant Default under this Lease, Landlord shall in each case use its good faith efforts to mitigate its damages.
(j) In the event of a Default of Tenant, any amounts paid by Landlord to cure such default and any rents due and payable by Tenant shall bear interest at the rate payable by Landlord to its first mortgage lender.
(k) Except as otherwise provided in this Section, all remedies available to Landlord hereunder and at law and in equity shall be cumulative and concurrent. No termination of the following remedies:Lease nor taking or recovering possession of the Leased Premises shall deprive Landlord of any remedies or actions against Tenant for Annual Rent or Tenant's Pro Rata Share of real estate taxes and assessments or any other additional rent or for charges or for damages for the breach of any covenant, agreement or condition herein contained, nor shall the bringing of any such action for Annual Rent, Tenant's Pro Rata Share of real estate taxes and assessments, insurance premiums, CAM Charges and Common Outside Area Expenses and other additional rent or charges or breach of covenant, agreement or condition, nor the resort to any other remedy or right for the recovery of Annual Rent, Tenant's Pro Rate Share of real estate taxes and assessments and insurance premiums, CAM Charges, Common Outside Area Expenses, additional rent or other charges or damages for such breach, be construed as a waiver or release of the right to insist upon the forfeiture and to obtain possession.
(l) Any failure of Landlord to enforce any remedy allowed for the violation of any provision of this Lease shall not imply the waiver of any such provision, even if such violation is continued or repeated, and no express waiver shall affect any provision other than the one(s) specified in such waiver and only for the time and in the manner specifically stated.
Appears in 2 contracts
Samples: Lease Agreement (Action Industries Inc), Lease Agreement (Action Industries Inc)
Tenant’s Default. 14.1 Any other provisions in This Lease and the term of this Lease notwithstanding, it are subject to the limitation that Tenant shall be in default if, at any time during the Lease Term, any one or more of the following events (herein called an event of default (“Event of Default”” a “default of Tenant” or similar reference) under this Lease if: shall occur and not be cured prior to the expiration of the grace period (iif any) herein provided, as follows:
(a) Tenant fails shall fail to pay any installment of rent the Annual Fixed Rent, or any Additional Rent or any other sum payable by Tenant hereunder when monetary amount due under this Lease on or before the date on which the same becomes due and payable, and such failure continues for a period five (5) days after written notice from Landlord thereof; or
(b) Landlord having rightfully given the notice specified in (a) above to Tenant twice in any twelve (12) month period, Tenant shall fail thereafter to pay the Annual Fixed Rent, Additional Rent or any other monetary amount due under this Lease on or before the date on which the same becomes due and payable; or
(c) Tenant shall assign its interest in this Lease or sublet any portion of ten the Premises in violation of the requirements of Article XII of this Lease; or
(10d) Tenant shall fail to perform or observe some term or condition of this Lease which, because of its character, would immediately and materially jeopardize Landlord’s interest (such as, but without limitation, failure to maintain general liability insurance), and such failure continues for three (3) business days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(iie) Tenant fails shall fail to perform or observe or perform any other material requirement, term, covenant or agreement condition of this Lease (not hereinabove in this Section 15.1 specifically referred to) on the part of Tenant herein contained to be performed or observed and such failure continues shall continue for thirty (30) days after written notice given by or on behalf of thereof from Landlord to Tenant for more Tenant, or if said default shall reasonably require longer than thirty (30) daysdays to cure, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured shall fail to commence to cure said default within such thirty (30) day period, and provided further that Tenant is proceeding days after written notice thereof and/or fail to continuously prosecute the curing of the same to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder diligence; or
(f) The estate hereby created shall be declared taken on execution or by Landlord if Tenant continues to proceed with diligence to cure said Event other process of Default, but in no event shall such cure period extend beyond ninety law; or
(90) days following notice from Landlord of such violation, default or breach, or (iiig) Tenant files shall make an assignment or trust mortgage arrangement, so-called, for the benefit of its creditors; or
(h) Tenant shall judicially be declared bankrupt or insolvent according to law; or
(i) a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer is appointed to take charge of all or any substantial part of Tenant’s property by a court of competent jurisdiction; or
(j) any petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary caseTenant in any court, under the Federal Bankruptcy Code (Title 11 whether or not pursuant to any statute of the United States Code), as now or hereafter in effect, or under of 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, andState, in the case of any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding, and such involuntary action, such action proceedings shall not be dismissed, discharged or denied fully and finally dismissed within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or institution of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty same; or
(60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (vk) Tenant shall generally file any petition in any court, whether or not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability pursuant 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more statute of the following remedies:United States or any State, in any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding; or
(l) Tenant otherwise abandons the Premises.
Appears in 2 contracts
Samples: Lease Agreement (A123 Systems, Inc.), Lease Agreement (Constant Contact, Inc.)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstandingby Tenant:
(a) If Tenant abandons or vacates the Premises; for purposes of this Lease, it shall be “abandon” or “vacate” means that Tenant ceases to use the Premises for more than 30 consecutive days (other than any cessations due to casualty, condemnation, remodeling, force majeure, or in connection with an event of default assignment).
(“Event of Default”b) under this Lease if: (i) If Tenant fails to pay any installment of rent Rent or any other sum payable charges required to be paid by Tenant hereunder when due under this Lease and such failure continues for a period five (5) business days after written notice of ten such failure is received by Tenant; or
(10c) If Tenant fails to promptly and fully perform any other covenant, condition or agreement contained in this Lease and such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant that such payment has not been receivedTenant, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and if such failure continues after written notice given by or on behalf of Landlord to Tenant for more than default cannot reasonably be cured within thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues fails to proceed with diligence to cure said Event of Default, but in no event shall promptly commence and diligently prosecute such cure period extend beyond ninety to completion; or
(90d) days following notice from Landlord If a writ of such violation, default attachment or breach, execution is levied on this Lease or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property Property; or
(e) If Tenant makes a general assignment for the benefit of creditors; or
(f) If Tenant files a voluntary petition for relief or of the Premises shall be appointed in any proceedings brought by or if a petition against Tenant and, in a proceeding under the latter case, such entity shall federal bankruptcy laws or other insolvency laws is filed and not be discharged withdrawn or dismissed within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointmentthereafter, or (v) if under the provisions of any law providing for reorganization or winding up of corporations, any court of competent jurisdiction assumes jurisdiction, custody or control of Tenant shall generally not pay Tenant’s debts as or any substantial part of its property and such debts become duejurisdiction, custody or shall make an assignment for the benefit of creditorscontrol remains in force unrelinquished, unstayed 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default unterminated for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.; or
14.3 In the event of (g) If in any such Event of Defaultproceeding or action in which Tenant is a party, Landlord at any time thereafter may at its option exercise any remedies available a trustee, receiver, agent or custodian is appointed to Landlord at law or in equity, including, without limitation, one or more take charge of the following remedies:Premises or Tenant’s Property (or has the authority to do so) for the purpose of enforcing a lien against the Premises or Tenant’s Property; or
(h) If Tenant is a partnership or consists of more than one (1) person or entity, if any general partner of the partnership or other person or entity is involved in any of the acts or events described in subparagraphs d through g above.
Appears in 2 contracts
Samples: Office Building Lease, Office Building Lease (Avalara Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one or more of the following events shall be an event of constitute a default (“Event of Default”) under this Lease if: by Tenant:
(ia) Tenant fails to pay any installment of rent or any other sum payable the failure by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when or additional rent or any other payment required to be made by Tenant hereunder within five (5) business days following Tenant's receipt of written notice from Landlord that such payment is due or if (Late Payment);
(b) the failure by Tenant shall fail to keep and timely perform any express written covenant of those covenants described in Paragraphs 8.2, 15, 22.2 and 27 of this Lease (which Paragraphs expressly provide for specific notices and cure periods and provide that Tenant's failure to comply with the requests or notices within the time periods provided therein shall be deemed a default by Tenant under this Lease without any additional notice or cure periods);
(c) the failure by Tenant to observe or perform any of the express or implied covenants or provisions of this Lease to be observed or performed by Tenant, other than as specified in Subparagraphs 25.1(a) or (b) above, where such failure shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days after Tenant's receipt of written notice thereof from Landlord to Tenant; provided, however, that any such notice shall be in lieu of, and not in addition to, any notice required under California Code of Civil Procedure, Section 1161 and provided further that, if the nature of Tenant, prior to the expiration of 's default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecute such cure to completion, which completion shall occur not later than sixty (60) days from the date of such notice from Landlord (but provided, however, that if the default does not materially physically harm the Building or any other part of the Site and after it is objectively impossible to complete such cure within sixty (60) days [excluding impossibility due to Tenant's financial inability to perform], Tenant shall so notify Landlord and shall advise Landlord of the giving actual time period reasonably necessary to effect such cure, and shall effect such cure within the actual time period reasonably necessary to not be in default if Tenant effects such cure); and
(d) Except with respect to Tenant's current Bankruptcy which petition was filed on October 2, 2001 (i) the making by Tenant of notice as aforesaidany general assignment for the benefit of creditors, commences (ii) the filing by or against Tenant of a petition to eliminate such default and proceeds diligently have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant, the same is dismissed within sixty (60) days), (iii) the appointment of a trustee or receiver to take steps possession of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease, where possession is not restored to cure Tenant within sixty (60) days, or (iv) the sameattachment, Landlord shall execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease where such seizure is not have the right to declare the term ended by reason thereof for an additional period of discharged within sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (SHG Holding Solutions Inc), Office Lease (Leasehold Resource Group LLC)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The following conditions shall be an event of default considered a “Default” by Xxxxxx:
(“Event of Default”a) under this Lease if: (i) Tenant fails failure two times during any twelve month period to pay Base Rent, any installment item of rent Additional Rent, or any other sum payable by Tenant hereunder when due and such failure continues for a period of charge within ten (10) days after written when due under this Lease, provided only with respect to Additional Rents that Landlord has provided notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given within ten (10) days thereof;
(b) if the estate hereby created shall be taken on execution or by other process of law; or
(c) if Tenant or on behalf any guarantor of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default Tenant’s obligations hereunder shall be liquidated or dissolved, commit an act of bankruptcy or be declared by Landlord if Tenant continues bankrupt or insolvent according 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 Landlord of such violation, default or breach, or (iii) Tenant 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 if 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises assignment shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment made of its property for the benefit of creditors, or if any proceedings, including without limitation proceedings for reorganization or for an “arrangement,” shall be commenced by or against Tenant, or any guarantor of Tenant’s obligations hereunder, under any bankruptcy or insolvency law now or hereafter enacted and the same shall not be dismissed within sixty (60) days from the time of their commencement or if Tenant, or any guarantor of Tenant’s obligations hereunder, shall admit in writing its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses ; or
(id) and if a receiver, guardian, conservator, trustee or assignee, or any other similar officer or person shall be appointed to take charge of all or any part of Tenant’s property, or the property of any guarantor of Tenant’s obligations hereunder; or
(iie) above if any court shall have no application enter an order with respect to Tenant, or any guarantor of Xxxxxx’s obligations hereunder, providing for the Events modification or alteration of Default referred to in clauses the rights of creditors; or
(iiif) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail assign or sublet all or any part of the Premises in violation of Article XII hereof; or
(g) neglect or failure to keep and perform or observe any express written covenant of the other terms, provisions, conditions, or covenants contained in this Lease and shall continue in default on Tenant’s part to be performed or observed, for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 days after the giving of notice of such neglect or failure, or such longer period, not to exceed ninety (90) days from the giving of the notice, in the event the Tenant has promptly commenced and is diligently pursuing the cure of such default. In the event of a Default (notwithstanding any such Event license, or any former breach of Defaultcovenant or waiver of the benefit thereof, or consent in a former instance), Landlord shall have the right, at its election, then or at any time thereafter may at its option exercise during the continuance of the Default, either (1) to give Tenant written notice of Landlord’s intention to terminate this Lease on the date of such notice or on any later date specified therein, and on the date specified in such notice, Tenant’s right to possession of the Premises shall cease and this lease shall thereupon be terminated, or (2) without demand or notice, to re-enter and take possession of the Premises or any part thereof in the name of the whole and repossess the same as of Landlord’s former estate and expel Tenant and those claiming through or under Tenant and remove the effects of both or either (forcibly if necessary) without being deemed guilty of any manner of trespass and without prejudice to any remedies available for arrears of rent or preceding breach of covenants. Tenant hereby waives all statutory rights (including without limitation rights of redemption, if any), to the extent such rights may be lawfully waived. Landlord, without notice to Tenant, may store Tenant’s effects, and those of any person claiming through or under Tenant at the expense and risk of Tenant, and, if Landlord so elects, may sell such effects at public auction and apply the net proceeds to the payment of all sums due to Landlord at law from Tenant, if any, and pay over the balance, if any, to Tenant. Should Landlord elect to re-enter as herein provided or in equityshould Landlord take possession pursuant to legal proceedings or pursuant to any notice provided for herein or by law, includingLandlord may either terminate this Lease or, without limitationterminating this Lease, one re-let the Premises or more any part thereof from time to time for such term or terms, which may be for a period extending beyond the term of this Lease and at such reasonable rental or rentals and upon such other reasonable terms and conditions as Landlord may deem advisable, with the right to make alterations and repairs to the Premises. No such re-entry or taking of possession of the following remedies:Premises by Landlord shall be construed as an election on Xxxxxxxx’s part to terminate this Lease unless a written notice of such intention be given to Tenant or unless the termination thereof be decreed by a court of competent jurisdiction.
Appears in 2 contracts
Samples: Lease (Allurion Technologies Holdings, Inc.), Lease (Allurion Technologies Holdings, Inc.)
Tenant’s Default. 14.1 Any other provisions in At the option of Landlord, a default under this Lease notwithstanding, it by Tenant shall be exist if any of the following events shall occur (each is called an event of default (“Event of Default”) under this Lease if: ):
(ia) Tenant fails to pay the Rent payable hereunder, as and when due, for a period of three (3) days after Notice by Landlord; provided, however, the Notice given hereunder shall be in lieu of, and not in addition to, any installment notice required under Section 1161, et seq., of rent the California Code of Civil Procedure;
(b) Tenant attempts to make or suffers to be made any transfer, assignment or subletting, except as permitted in Article XIV hereof;
(c) Any of Tenant’s rights under this Lease are sold or otherwise transferred by or under court order or legal process or otherwise or if any of the actions described in Section 15.2 are taken by or against Tenant or any Guarantor;
(d) The Premises are used for any purpose other sum payable than as permitted pursuant to Article V;
(e) Tenant vacates or abandons the Premises while Tenant is in default under this Lease;
(f) Any representation or warranty given by Tenant hereunder when due under or in connection with this Lease proves to be materially false or misleading;
(g) Tenant fails to timely comply with the provisions of Article VI (“Hazardous Materials”), Article XIV (“Assignment and Subletting”), or Article XVI (“Subordination; Estoppel Certificate”), and such failure continues for a period of ten five (105) business days after written notice from Landlord to Tenant that such payment has not been receivedNotice by Landlord.
(h) Except where a specific time period is otherwise set forth for Tenant’s performance in this Lease, or (ii) Tenant fails to observe observe, keep, perform or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than cure within thirty (30) daysdays after Notice by Landlord any of the other terms, covenants, agreements or conditions contained in this Lease or those set forth in any other agreements or rules or regulations which Tenant is obligated to observe or perform; provided, however, that if the nature of such non-monetary Event of Default by Tenant default is such that the same cannot reasonably be cured within such a thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 dismisseddeemed to be in default if it diligently commences such cure within such period and thereafter diligently proceeds to cure such default. The Notice required by this Subparagraph 15.1(h) shall be in lieu of, discharged or denied within sixty (60) days after the filing thereofand not in addition to, or Tenant consents or acquiesces in the filing thereofany notice required under Section 1161, or (iv) a custodianet seq., receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises California Code of Civil Procedure. No Notice given under this Section 15.1 shall be appointed in any proceedings brought by deemed a forfeiture or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant a termination of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, unless Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than so elects in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysNotice.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (Eargo, Inc.), Office Lease (Eargo, Inc.)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Tenant.
(a) The vacating or abandonment of default the Premises by Tenant.
(“Event of Default”b) under this Lease if: (i) The failure by Tenant fails to pay make any installment payment of rent or any other sum payable payment required to be made by Tenant hereunder hereunder, as and when due and due, where such failure continues shall continue for a period of ten (10) days after written notice from thereof by Landlord to Tenant.
(c) The failure by Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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)covenants, as now conditions 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant provision of this Lease and to be observed or performed by Tenant, other than described in (b), above, where such failure shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and after written notice thereof by Landlord to Tenant; provided, prior to however, that if the expiration nature of Tenant's default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion.
(d) The making by Tenant of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt, or a petition or reorganization or arrangement under any law relating to bankruptcy (unless, in the right to declare case of a petition filed against Tenant, the term ended by reason thereof for an additional period of same is dismissed within sixty (60) days); or the appointment of trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this lease, where such seizure is not discharged within thirty (30) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement, Lease Agreement
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Tenant shall be an event of in default (“Event of Default”) under this Lease if: (i) :
i. Tenant fails shall fail to pay when or before due any sum of money becoming due to be paid to Landlord hereunder, whether such sum be any installment of the rent herein reserved, any other amount treated as additional rent hereunder, or any other sum payable by Tenant hereunder when due payment or reimbursement to Landlord required herein, whether or not treated as additional rent hereunder, and such failure continues shall continue for a period of five (5) days from the date such payment was due; or
ii. Tenant shall fail to comply with any term, provision or covenant of this Lease other than by failing to pay when or before due any sum of money becoming due to be paid to Landlord hereunder, and shall not cure such failure within twenty (20) days (forthwith, if the default involves a hazardous condition) after written notice thereof to Tenant; or
iii. Tenant shall abandon or vacate any substantial portion of the Leased Premises; or
iv. Tenant shall fail to vacate the Leased Premises immediately upon termination of this Lease, by lapse of time or otherwise, or upon termination of Tenant's right to possession only; or
v. The leasehold interest of Tenant shall be levied upon under execution or be attached by process of law or Tenant shall fail to contest diligently the validity of any lien or claimed lien and give sufficient security to Landlord to insure payment thereof or shall fail to satisfy any judgment rendered thereon and have the same released, and such default shall continue for ten (10) days after written notice from Landlord thereof to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) ; or
vi. Tenant shall generally not pay Tenant’s debts as such debts become dueinsolvent, 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 , file a petition in clauses (i) and (ii) above shall have no application bankruptcy or a petition to take advantage of any insolvency statute, make an assignment for the benefit of creditors, make a transfer in fraud of creditors, apply for or consent to the Events appointment of Default referred to a receiver of itself or of the whole or any substantial part of its property, or file a petition or answer seeking reorganization or arrangement under the federal bankruptcy laws, as now in clauses (iii) through (v) above.effect or hereafter amended, or any other applicable law or statute of the United States or any state thereof; or
14.2 If vii. A court of competent jurisdiction shall enter an order, judgment or decree adjudicating Tenant a bankrupt, or appointing a receiver of Tenant, or of the whole or any substantial part of its property, without the consent of Tenant, or approving a petition filed against Tenant seeking reorganization or arrangement of Tenant under the bankruptcy laws of the United States, as now in effect or hereafter amended, or any state thereof, and such order, judgment or decree shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured vacated or set aside or stayed within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving date of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysentry thereof.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease Agreement (Atlas Financial Holdings, Inc.), Lease Agreement (Atlas Financial Holdings, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein referred to as an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the Basic Rent or any other sum payable by Tenant Additional Rent hereunder when due and such failure continues shall continue for a period of ten five (105) days Business Days after notice to Tenant from Landlord (except that such written notice from Landlord shall not be required after a second (2nd) consecutive failure to Tenant that pay such payment has not been receivedsums, or with such third (3rd) consecutive failure constituting an Event of Default unless paid within five (5) Business Days after the date due without need for an additional written notice); or
(ii) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly (and provided further that Tenant is proceeding with due diligence in any event within such thirty (30) day period) to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues remedy the same and thereafter to proceed diligently prosecute such remedy to completion with diligence to cure said Event of Defaultand continuity (and in any event, but in no event shall such cure period extend beyond within ninety (90) days following after the notice from Landlord of such violation, default or breach, or described in this subparagraph (ii)); or
(iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of leasehold interest in the Premises shall be appointed in taken on execution or by other process of law directed against Tenant; or
(iv) If Tenant or any proceedings brought by or against Tenant and, in the latter case, such entity guarantor of this Lease shall not be discharged within sixty (60i) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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 acquiesce in clauses a petition in any court in any bankruptcy, reorganization, composition, extension or insolvency proceedings, (iii) through seek, consent to or acquiesce in the appointment of any trustee, receiver or liquidator of Tenant or of any guarantor of this Lease or of all or any part of Tenant’s or such guarantor’s property, (iv) file a petition seeking an order for relief under the Title 11 of the United States Code, as now or hereafter amended or supplemented (the “Bankruptcy Code”), or by filing any petition under any other present or future federal, state or other statute or law for the same or similar relief, or (v) above.
14.2 If Tenant shall fail to make win the dismissal, discontinuation or vacating of any payment of rent when due involuntary bankruptcy proceeding filed under the Bankruptcy Code, or if Tenant shall fail to keep and perform under any express written covenant of this Lease and shall continue in default other present or future federal, state or other statute or law for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordthe same or similar relief, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.days after such proceeding is initiated; or
14.3 In (v) Any lien has been filed against the event Property, or any portion thereof, as a result of Tenant’s acts, omissions or breach of this Lease, and Tenant fails, within 30 days after the lien is filed, either (1) to cause said lien to be removed from the Property, or (2) to furnish a bond sufficient to remove the lien or cause a title insurance endorsement to be issued with respect to such lien, which endorsement shall be satisfactory, in form and substance to Landlord, in Landlord’s reasonable discretion; then in any such Event of Default, case Landlord at any time thereafter may at its option exercise any of Landlord’s rights or remedies available to Landlord under this Lease, at law or in equity, including, without limitation, one or more of the following remedies:.
Appears in 2 contracts
Samples: Lease Agreement (Arcellx, Inc.), Lease Agreement (Arcellx, Inc.)
Tenant’s Default. 14.1 Any Tenant shall be in default under this Lease if Tenant:
i. Fails to pay any Base Rent, Additional Rent, or any other provisions sum of money that Tenant is obligated to pay, as provided in this Lease notwithstandingLease, it within five days after the due dateprovided, however, that with respect to the first two times during any consecutive 12-month period that Tenant fails to pay Rent when due (each a “Late Payment”), the Late Payment shall not be considered an event of default (“Event if, within five business days after receipt of Default”) under notice from Landlord, Tenant submits the entire Rent due, including any applicable late charge. If directed by Landlord, Tenant must pay the entire amount of the Late Payment with certified funds. Landlord shall forgive Tenant only two Late Payments per any consecutive 12-month period, and any additional Late Payments during that period shall constitute an event of default;
ii. Breaches any other agreement, covenant or obligation in this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for breach is not remedied within 30 days after Landlord gives Tenant written notice in accordance with Article 24 below specifying the breach, or if such breach cannot, with due diligence, be cured within 30 days, if Tenant does not commence curing within 30 days and with reasonable diligence completely cure the breach within a reasonable period of ten time after the notice;
iii. Files any petition or action for relief under any creditor’s law (10) including bankruptcy, reorganization, or similar action), either in state or federal court, or has such a petition or action filed against it which is not stayed or vacated within 60 days after written notice from Landlord to Tenant that such payment filing; or
iv. Makes any transfer in fraud of creditors as defined in Xxxxxxx 000 xx xxx Xxxxxx Xxxxxx Bankruptcy Code (11 U.S.C. 548, as amended or replaced), has a receiver appointed for its assets (and the appointment is not been received, stayed or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty vacated within (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach), or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make makes 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (G1 Therapeutics, Inc.), Office Lease (G1 Therapeutics, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one or more of the following events shall be an event of constitute a material breach and default (“Event of Default”) under of this Lease if: by Tenant:
(ia) Tenant fails Tenant’s failure to pay any installment of rent Rent or any other sum payable charges required to be paid by Tenant hereunder when due and under this Lease, where such failure continues for a period of ten (10) days after such payment is due and payable;
(b) Tenant’s failure promptly and fully to perform any other covenant, condition, or agreement contained in this Lease, where such failure continues for thirty (50) days after written notice thereof from Landlord to Tenant that such payment has not been receivedTenant;
(c) Tenant’s failure to comply with the Rules, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and unless such failure continues is cured within five (5) days after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, notice; provided, however, that if the nature of Tenant’s failure is such non-monetary Event that more than five (5) days are reasonably required in order to cure, Tenant shall not be in Default if Tenant commences to cure within such period and thereafter diligently and continuously prosecutes such cure to completion;
(d) Tenants abandonment or vacation of Default the Premises;
(e) any material misrepresentation or omission herein or in any financial statements or other materials provided by Tenant cannot reasonably be cured or any Guarantor in connection with negotiating or entering this Lease or in connection with any Transfer under § 6 above;
(f) cancellation of any guaranty of this Lease by any Guarantor;
(g) Failure by Tenant to clue within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared any applicable Limes permitted thereunder any default under any other lease for space any other building owned or managed by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 its affiliates now or hereafter in effectentered by Tenant; and any Default hereunder not cured within the times permitted for cure herein shall, or at Landlord’s election, constitute a default under any similar law, other such lease or files leases;
(h) The levy of a writ of attachment or has filed against it a petition execution on this Lease or answer in bankruptcy or for reorganization or for an arrangement pursuant to on 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty property;
(60i) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an any Guarantor’s general assignment for the benefit of creditorscreditors or arrangement, composition, extension, or shall admit adjustment with its creditors; or
(j) In any proceeding or action in writing its inability which Tenant is a party, the appointment of a trustee, receiver, agent, or custodian to pay its debts generally as they become duetake charge of the Premises or Tenant’s Property for the purpose of enforcing a lien against the Premises or Tenant’s Property. The parties expressly agree that any notice and grace period provisions in clauses (i) and (ii) which Landlord may give to Tenant that an Event of Default has occurred under this § 20 above shall have no application to satisfy the Events requirements of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant § 1161 of the California Code of Civil Procedure, and it shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior necessary to the expiration of thirty (30) days from and after the giving of give another notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysTenant under § 1161.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (Aduro Biotech, Inc.), Office Lease (Aduro Biotech, Inc.)
Tenant’s Default. 14.1 Any The occurrence of any of the following shall constitute a default by Tenant:
14.1.1 Failure to pay rent or other provisions in sums when due;
14.1.2 Abandonment and vacation of the entire Leased Premises (failure to occupy and operate the Leased Premises for one hundred twenty (120) consecutive days shall be deemed an abandonment and vacation);
14.1.3 Failure to perform any other provision of this Lease notwithstanding, it shall be an event of default (“Event of Default”a non-monetary default) under this Lease if: if the failure to perform is not cured within thirty (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (1030) days after written notice from Landlord has been given to Tenant that such payment has Tenant. If the default cannot been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than reasonably be cured within thirty (30) days, provided, however, that Tenant shall not be in default of this lease if such non-monetary Event of Default by Tenant cannot reasonably be cured commences to cure the default within such the thirty (30) day periodperiod and diligently and in good faith continues to cure the default. Notices given under this Section shall specify the alleged default and the applicable Lease provisions, and provided further shall demand that Tenant perform the provisions of this Lease or pay the rent that is proceeding with due diligence to effect a cure in arrears, as the case may be, within the applicable period of said Event of Defaulttime, no Event of Default hereunder or quit the Leased Premises. No such notice shall be declared deemed a forfeiture or a termination of this Lease unless Landlord so elects in the notice. The purpose of the notice requirements set forth in this Section is to extend the notice requirements of the unlawful detainer statutes of California.
14.1.4 No interest of Tenant in this Lease shall be assignable by Landlord operation of law (including, without limitation, the transfer of this Lease by testacy or intestacy). Each of the following acts shall be considered an involuntary assignment and a default hereunder:
14.1.4.1 if Tenant continues is or becomes bankrupt or insolvent or is unable 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts they become due, or shall make makes an assignment for the benefit of creditors, or shall admit institutes a proceeding under the Bankruptcy Act 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 which Tenant is the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or bankrupt; or, if Tenant shall fail to keep and perform any express written covenant is a partnership or consists of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, howevermore than one person or entity, if any default shall occur (partner of the partnership or other than person or entity is or becomes bankrupt or insolvent, or makes an assignment for the benefit of creditors;
14.1.4.2 If a writ of attachment or execution is levied on this Lease;
14.1.4.3 If, in the payment of rent) any proceeding or action to which cannot be cured within Tenant is a period of thirty (30) days and Tenantparty, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently a receiver is appointed with authority to take steps to cure possession of the same, Leased Premises. An involuntary assignment shall constitute a default by Tenant and Landlord shall not have the right to declare the term ended by reason thereof for elect to terminate this Lease, in which case this Lease shall not be treated as an additional period asset of sixty (60) daysTenant.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Lease With Purchase Option (Zenlabs Holdings Inc), Option to Lease (Zenlabs Holdings Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it (a) The occurrence of any one or more of the following events shall be constitute an event of default (“"Event of Default”) " of Tenant under this Lease if: Lease:
(i) if Tenant fails to pay any installment of rent Base Rent or any other sum payable by Tenant Additional Rent hereunder as and when such rent becomes due and such failure continues shall continue for a period of more than ten (10) days after Landlord gives written notice from Landlord to Tenant that of such payment has not been received, or failure;
(ii) Tenant fails to observe intentionally omitted;
(iii) if the Demised Premises become deserted or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant abandoned for more than thirty (30) consecutive days;
(iv) if Tenant permits to be done anything which creates a lien upon the Demised Premises and fails to discharge or bond such lien, providedor post security with Landlord acceptable to Landlord within thirty (30) days after receipt by Tenant of written notice thereof;
(v) if Tenant fails to maintain in force all policies of insurance required by this Lease and such failure shall continue for more than ten (10) days after Landlord gives Tenant written notice of such failure;
(vi) if any petition is filed by or against Tenant under any present or future section or chapter of the Bankruptcy Code, howeveror under any similar law or statute of the United States or any state thereof (which, that in the case of an involuntary proceeding, is not permanently discharged, dismissed, stayed, or vacated, as the case may be, within ninety (90) days of commencement), or if any order for relief shall be entered against Tenant in any such proceedings;
(vii) intentionally omitted;
(viii) if a receiver, custodian, or trustee is appointed for the Demised Premises or for all or substantially all of the assets of Tenant, which appointment is not vacated within sixty (60) days following the date of such appointment; or
(ix) if Tenant fails to perform or observe any other term of this Lease and such failure shall continue for more than thirty (30) days after Landlord gives Tenant written notice of such failure, or, if such non-monetary Event of Default by Tenant failure cannot reasonably be cured corrected within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues does not commence 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of correct such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of said thirty (30) days day period and Tenant, prior thereafter diligently prosecute the correction of same to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayscompletion within a reasonable time.
14.3 In (b) Upon the event occurrence of any such Event one or more Events of Default, Landlord may, at Landlord's option, without any time thereafter may at its option exercise any remedies available demand or notice whatsoever (except as expressly required in this Section 22):
(i) Terminate this Lease by giving Tenant notice of termination, in which event this Lease shall expire and terminate on the date specified in such notice of termination and all rights of Tenant under this Lease and in and to the Demised Premises shall terminate. Tenant shall remain liable for all obligations under this Lease arising up to the date of such termination, and Tenant shall surrender the Demised Premises to Landlord at law or on the date specified in equitysuch notice; or
(ii) Terminate this Lease as provided in Section 22(b)(i) hereof and recover from Tenant all damages Landlord may incur by reason of Tenant's default, including, without limitation, one or more an amount which, at the date of such termination, is calculated as follows: (1) the value of the excess, if any, of (A) the Base Rent, Additional Rent and all other sums which would have been payable hereunder by Tenant for the period commencing with the day following remedies:the date of such termination and ending with the Expiration Date had this Lease not been terminated (the "Remaining Term"), over (B) the aggregate fair market rental value of the Demised Premises for the Remaining Term (which excess, if any shall be discounted to present value at the "Treasury Yield" as defined below for the Remaining Term); plus (2) the costs of recovering possession of the Demised Premises and all other expenses incurred by Landlord due to Tenant's default, including, without limitation, reasonable attorney's fees; plus (3) the unpaid Base Rent and Additional Rent earned as of the date of termination plus any interest and late fees due hereunder, plus other sums of money and damages owing on the date of termination by Tenant to Landlord under this Lease or in connection with the Demised Premises. The amount as calculated above shall be deemed immediately due and payable. The payment of the amount calculated in subparagraph (ii)(1) shall not be deemed a penalty but shall merely constitute payment of liquidated damages, it being understood and acknowledged by Landlord and Tenant that actual damages to Landlord are extremely difficult, if not impossible, to ascertain. "Treasury Yield" shall mean the rate of return in percent per annum of Treasury Constant Maturities for the length of time specified as published in document H.15(519) (presently published by the Board of Governors of the U.S. Federal Reserve System titled "Federal Reserve Statistical Release") for the calendar week immediately preceding the calendar week in which the termination occurs. If the rate of return of Treasury Constant Maturities for the calendar week in question is not published on or before the business day preceding the date of the Treasury Yield in question is to become effective, then the Treasury Yield shall be based upon the rate of return of Treasury Constant Maturities for the length of time specified for the most recent calendar week for which such publication has occurred. If no rate of return for Treasury Constant Maturities is published for the specific length of time specified, the Treasury Yield for such length of time shall be the weighted average of the rates of return of Treasury Constant Maturities most nearly corresponding to the length of the applicable period specified. If the publishing of the rate of return of Treasury Constant Maturities is ever discontinued, then the Treasury Yield shall be based upon the index which is published by the Board of Governors of the U.S. Federal Reserve System in replacement thereof or, if no such replacement index is published, the index which, in Landlord's reasonable determination, most nearly corresponds to the rate of return of Treasury Constant Maturities. In determining the aggregate fair market rental value pursuant to subparagraph (ii)(1)(B) above, the parties hereby agree that, at the time Landlord seeks to enforce this remedy, all relevant factors should be considered, including, but not limited to, (a) the length of time remaining in the Term, (b) the then current market conditions in the general area in which the Building is located, (c) the likelihood of reletting the Demised Premises for a period of time equal to the remainder of the Term, (d) the net effective rental rates then being obtained by landlords for similar type space of similar size in similar type buildings in the general area in which the Building is located, (e) the vacancy levels in the general area in which the Building is located, (f) current levels of new construction that will be completed during the remainder of the Term and how this construction will likely affect vacancy rates and rental rates and (g) inflation; or
Appears in 2 contracts
Samples: Industrial Lease Agreement (Daisytek International Corporation /De/), Industrial Lease Agreement (Pfsweb Inc)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event of default (“Event of Default”) under this Lease if: (i) by Tenant:
a. If Tenant abandons or vacates the Premises; or
b. If Tenant fails to pay any installment of rent Rent or any other sum payable charges required to be paid by Tenant hereunder when due under this Lease and such failure continues for a period of ten five (105) days after such payment is due and payable; or
c. If Tenant fails to promptly and fully perform any other covenant, condition or agreement contained in this Lease and such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant that such payment has not been received, Tenant; or
d. If a writ of attachment or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by execution is levied on this Lease or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an 's Property; or
e. If Xxxxxx makes a general assignment for the benefit of creditors, or shall admit in writing provides for an arrangement, composition, extension or adjustment with 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.creditors; or
14.2 f. If Tenant shall fail to make any payment of rent when due files a voluntary petition for relief or if a petition against Tenant shall fail to keep in a proceeding under the federal bankruptcy laws or other insolvency laws is filed and perform not withdrawn or dismissed within forty-five (45) days thereafter, of if under the provisions of any express written covenant law providing for reorganization or winding up of this Lease corporations, any court of competent jurisdiction assumes jurisdiction, custody or control of Tenant or any substantial part of its property and shall continue such jurisdiction, custody or control remains in default force unrelinquished, unstayed or unterminated for a period of ten forty-five (1045) days after days; or
g. If in any proceeding or action in which Tenant is a party, a trustee, receiver, agent or custodian is appointed to take charge of the Premises or Tenant's Property (or has received written notice the authority to do so) for the purpose of such default and demand enforcing a lien against the Premises or Tenant's Property; or
h. If Tenant is a partnership or consists of performance from Landlord, Landlord may commence judicial proceedings, provided, howevermore than one (1) person or entity, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more partner of the following remedies:partnership or other person or entity is involved in any of the acts or events described in subparagraphs d through g above.
Appears in 2 contracts
Samples: Office Lease (California Independent Bancorp), Office Building Lease
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one of the following events shall be constitute an event of default on the part of Tenant (“Event "Default"):
(a) The vacation of Default”the Premises for a consecutive period of sixty (60) under this Lease if: days or more, without (i) the intention of retaking possession or occupancy, and (ii) providing for the security of the Building, or the abandonment of the Premises by Tenant fails or any other vacation which would cause any insurance policy to be invalidated or otherwise lapse;
(b) Failure to pay any installment of rent Rent or any other sum monies due and payable hereunder within five (5) days after the date the same are due;
(c) A general assignment by Tenant hereunder when due and such failure continues for the benefit of creditors;
(d) The filing of a voluntary petition in bankruptcy by Tenant, the filing by Tenant of a voluntary petition for an arrangement, the filing by or against Tenant of a petition, voluntary or involuntary, for reorganization, or the filing of an involuntary petition by the creditors of Tenant, said involuntary petition remaining undischarged for a period of ten sixty (1060) days;
(e) Receivership, attachment, or other judicial seizure of substantially all of Tenant's assets on the Premises, such attachment or other seizure remaining undismissed or undischarged for a period of sixty (60) days after the levy thereof;
(f) Death or disability of Tenant, if Tenant is a natural person, or the failure by Tenant to maintain its legal existence, if Tenant is a corporation, partnership, limited liability company, trust or other legal entity;
(g) Failure of Tenant to execute and deliver to Landlord any estoppel certificate, subordination agreement, or lease amendment in the time periods and manner required by Paragraphs 30 or 31 or 42;
(h) An assignment or sublease, or attempted assignment or sublease, of this Lease or the Premises by Tenant contrary to the provisions of Paragraph 23, unless such assignment or sublease is expressly conditioned upon Tenant having received Landlord's consent thereto;
(i) Failure of Tenant to deposit the Letter of Credit with Landlord when required under Paragraph 7, and/or failure of Tenant to restore the Letter of Credit to the amount and within the time period provided in Paragraph 7;
(j) Failure in the performance of any of Tenant's covenants, agreements or obligations hereunder (except those failures specified as events of Default in any other subparagraphs of this Paragraph 24, which shall be governed by such other subparagraphs), which failure continues for thirty (30) days after written notice thereof from Landlord to Tenant, provided that, if Tenant that has exercised reasonable diligence to cure such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained failure and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day periodperiod despite reasonable diligence, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten under this subparagraph so long as Tenant thereafter diligently and continuously prosecutes the cure to completion;
(10k) days after Chronic delinquency by Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rentRent, or any other periodic payments required to be paid by Tenant under this Lease. "Chronic delinquency" shall mean failure by Tenant to pay Rent, or any other periodic payments required to be paid by Tenant under this Lease, when due (i) which cannot be cured within a for any three (3) months (consecutive or nonconsecutive) during any period of thirty twelve (3012) days and Tenantmonths or (ii) for any twelve (12) months (consecutive or nonconsecutive) during the Term. In the event of a Chronic Delinquency, prior in addition to the expiration of thirty (30) days from and after the giving of notice as aforesaidLandlord's other remedies for Default provided in this Lease, commences to eliminate such default and proceeds diligently to take steps to cure the sameat Landlord's option, Landlord shall not have the right to declare the term ended require that Rent be paid by reason thereof for an additional period of sixty Tenant quarterly, in advance;
(60l) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law Chronic overuse by Tenant or in equity, including, without limitation, one or more Tenant's Agents of the following remedies:number of undesignated parking spaces set forth in the Basic Lease Information. "Chronic overuse" shall mean use by Tenant or Tenant's Agents of a number of parking spaces greater than the number of parking spaces set forth in the Basic Lease Information more than three (3) times during any twelve (12) month period;
Appears in 2 contracts
Samples: Lease Agreement (Theravance Inc), Lease Agreement (Theravance Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of A default (“Event of Default”) under this Lease if: by Tenant shall exist if any of the following occurs:
(i) If Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten within five (105) days after written notice from Landlord any Rent or any other sum required to be paid hereunder when due, including, without limitation, any Tenant that such payment has not been received, or Improvement costs payable by Tenant under Exhibit B; or
(ii) If Tenant fails to observe or perform any other material term, covenant or agreement condition of this Lease except those requiring the payment of money, and Tenant herein contained and fails to cure such failure continues after written notice given by or on behalf of Landlord to Tenant for more than breach within thirty (30) days, days after written notice from Landlord where such breach could reasonably be cured within such 30-day period; provided, however, that if where such non-monetary Event of Default by Tenant canfailure could not reasonably be cured within such thirty (the 30) -day period, and provided further that Tenant is proceeding with due diligence shall not be in default if it commences such performance within the 30-day period and diligently thereafter prosecutes the same to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or completion; or
(iii) If Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment assigns its assets for the benefit of its creditors, ; or
(iv) If the sequestration 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 attachment of or execution on any material part of Tenant's Personal Property essential to the Events conduct of Default referred Tenant's business occurs, and Tenant fails to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due obtain a return or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice release of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured Tenant's Personal Property within a period of thirty (30) days and Tenantthereafter, or prior to sale pursuant to such sequestration, attachment or levy, whichever is earlier; or
(v) If Tenant vacates or abandons the expiration Premises; or
(vi) If a court makes or enters any decree or order other than under the bankruptcy laws of thirty (30) days from the United States adjudging Tenant to be insolvent; or approving as properly filed a petition seeking reorganization of Tenant; or directing the winding up or liquidation of Tenant and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord decree or order shall not have the right to declare the term ended by reason thereof continued for an additional a period of sixty (60) days.; or
14.3 In the event of (vii) If Tenant fails to cure within any such Event of Default, Landlord at applicable grace period any time thereafter may at its option exercise default by Tenant under any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:Collateral Agreements.
Appears in 2 contracts
Samples: Build to Suit Lease (At Home Corp), Build to Suit Lease (At Home Corp)
Tenant’s Default. 14.1 Any other provisions in At the option of Landlord, a default under this Lease notwithstanding, it by Tenant shall be exist if any of the following events shall occur (each is called an event of default (“"Event of Default”) under this Lease if: "):
(ia) Tenant fails to pay any installment of rent or any other sum the Rent payable by Tenant hereunder hereunder, as and when due and such failure continues due, for a period of ten three (103) days after written Notice by Landlord; provided, however, the Notice given hereunder shall be in lieu of, and not in addition to, any notice from Landlord required under Section 1161, ET SEQ., of the California Code of Civil Procedure;
(b) Tenant attempts to make or suffers to be made any transfer, assignment or subletting, except as provided in Article XIV hereof;
(c) Any of Tenant's rights under this Lease are sold or otherwise transferred by or under court order or legal process or otherwise or if any of the actions described in Section 15.2 are taken by or against Tenant that such payment has not been received, or any Guarantor;
(iid) The Premises are used for any purpose other than as permitted pursuant to Article V;
(e) Tenant vacates or abandons the Premises or fails to continuously and uninterruptedly conduct its business in the Premises;
(f) Any representation or warranty given by Tenant under or in connection with this Lease proves to be materially false or misleading;
(g) Tenant fails to timely comply with the provisions of Article VI ("Hazardous Materials"), Article XIV ("Assignment and Subletting"), Article XVI ("Subordination; Estoppel Certificate; Financials"), Section 21.5 ("Modifications for Mortgagees") or Section 21.19 ("Authority'); or
(h) Tenant fails to observe, keep, perform or cure within fifteen (15) days after Notice by Landlord any of the other terms, covenants, agreements or conditions contained in this Lease or those set forth in any other agreements or rules or regulations which Tenant is obligated to observe or perform any other material covenant or agreement of Tenant herein contained and perform. In the event such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant candefault reasonably could not reasonably be cured or corrected within such thirty (30) fifteen-day period, and provided further that Tenant but is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence reasonably susceptible to cure said Event of Defaultor correction, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or (iii) then Tenant 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 dismissedin default hereunder if Tenant commences the cure or correction of such default within such fifteen-day period and diligently prosecutes the same to completion after commencing such cure or correction. The Notice required by this subparagraph 15.1(h) shall be in lieu of, discharged or denied within sixty (60) days after the filing thereofand not in addition to, or Tenant consents or acquiesces in the filing thereofany notice required under Section 1161, or (iv) a custodianET SEQ., receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises California Code of Civil Procedure. Notices given under this Section 15.1 shall be appointed in any proceedings brought by or against specify the alleged default and shall demand that Tenant and, in perform the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue or pay the Rent that is in default for a arrears, as the case may be, within the applicable period of ten (10) days after Tenant has received written notice time, or quit the Premises. No such Notice shall be deemed a forfeiture or a termination of such default and demand of performance from Landlord, this Lease unless Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than so elects in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysNotice.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Master Lease Agreement (Adforce Inc), Master Lease Agreement (Adforce Inc)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Tenant:
(a) the abandonment of default the Premises;
(“Event of Default”b) under this Lease if: (i) failure by Tenant fails to pay any installment of rent or any other sum payable by Tenant Rent when required hereunder when due and such failure continues for a period of ten (10) days after Tenant’s receipt of written notice from Landlord of such failure, provided, that Landlord shall only be obligated to provide Tenant that such payment has not been received, or with written notice of monetary default one (ii1) time in any period of twelve (12) consecutive months;
(c) failure by Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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)covenants, as now conditions 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordto be observed or performed by Tenant, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in except the payment of rent) which cannot be cured within Rent, where such failure shall continue for a period of thirty (30) days and after written notice thereof by Landlord to Tenant (provided, however, that if the nature of Tenant, prior to the expiration of ’s default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion);
(d) the making by Tenant or Guarantor (while the Guaranty is in effect) of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant or Guarantor (while the Guaranty is in effect) of a petition to have Tenant or Guarantor (while the right Guaranty is in effect) adjudged a bankrupt, or a petition or a reorganization or arrangement under any law relating to declare bankruptcy (unless, in the term ended by reason thereof for an additional period case of a petition filed against Tenant, the same is dismissed within sixty (60) days.); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days; or
14.3 In (e) any of the event Liquor License for the Premises is revoked or is suspended for more than three (3) weeks by the State of Minnesota or the City of Minneapolis for any reason whatsoever. Notwithstanding the cure period allowed by subparagraph (c) above, it shall be an immediate default under this Lease if Tenant fails to surrender the Premises to Landlord upon the expiration or sooner termination of the Lease, or if any failure of Tenant to comply with any provision of this Lease results in the cancellation of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law property insurance coverage or causes or results in equity, including, without limitation, one a dangerous condition on the Premises or more the remainder of the following remedies:Property, and such failure to comply is not cured as soon as reasonably possible after notice thereof by Landlord to Tenant. In no event shall financial inability be considered a reasonable ground for failure of Tenant to cure any breach of, or failure to comply with, the provisions of this Lease.
Appears in 2 contracts
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event of A default (“Event of Default”) under this Lease if: by Tenant shall ---------------- exist if any of the following occurs:
(i) If Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten within five (105) days after written notice from Landlord any Rent or any other sum required to be paid hereunder when due, including, without limitation, any Tenant that such payment has not been received, Improvement costs payable by Tenant under Exhibit B; or ---------
(ii) If Tenant fails to observe or perform any other material term, covenant or agreement condition of this Lease except those requiring the payment of money, and Tenant herein contained and fails to cure such failure continues after written notice given by or on behalf of Landlord to Tenant for more than breach within thirty (30) days, days after written notice from Landlord where such breach could reasonably be cured within such 30-day period; provided, however, that if where such non-monetary Event of Default by Tenant canfailure could not reasonably be cured within such thirty (the 30) -day period, and provided further that Tenant is proceeding with due diligence shall not be in default if it commences such performance within the 30-day period and diligently thereafter prosecutes the same to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or completion; or
(iii) If Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment assigns its assets for the benefit of its creditors, ; or
(iv) If the sequestration 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 attachment of or execution on any material part of Tenant's Personal Property essential to the Events conduct of Default referred Tenant's business occurs, and Tenant fails to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due obtain a return or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice release of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured Tenant's Personal Property within a period of thirty (30) days and Tenantthereafter, or prior to sale pursuant to such sequestration, attachment or levy, whichever is earlier; or
(v) If Tenant vacates or abandons the expiration Premises; or
(vi) If a court makes or enters any decree or order other than under the bankruptcy laws of thirty (30) days from the United States adjudging Tenant to be insolvent; or approving as properly filed a petition seeking reorganization of Tenant; or directing the winding up or liquidation of Tenant and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord decree or order shall not have the right to declare the term ended by reason thereof continued for an additional a period of sixty (60) days.; or
14.3 In the event of (vii) If Tenant fails to cure within any such Event of Default, Landlord at applicable grace period any time thereafter may at its option exercise default by Tenant under any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:Collateral Agreements.
Appears in 2 contracts
Samples: Build to Suit Lease (At Home Corp), Build to Suit Lease (At Home Corp)
Tenant’s Default. 14.1 Any other provisions in This Lease and the term of this Lease notwithstanding, it are subject to the limitation that Tenant shall be in default if, at any time during the Lease Term, any one or more of the following events (herein called an event of default (“Event of Default”” a “default of Tenant” or similar reference) under this Lease if: shall occur and not be cured prior to the expiration of the grace period (iif any) herein provided, as follows:
(a) Tenant fails shall fail to pay any installment of rent the Annual Fixed Rent, or any Additional Rent or any other sum payable by Tenant hereunder when monetary amount due under this Lease on or before the date on which the same becomes due and payable, and such failure continues for a period five (5) days after written notice from Landlord thereof; or
(b) Landlord having rightfully given the notice specified in (a) above to Tenant twice in any twelve (12) month period, Tenant shall fail thereafter to pay the Annual Fixed Rent, Additional Rent or any other monetary amount due under this Lease on or before the date on which the same becomes due and payable; or
(c) Tenant shall assign its interest in this Lease or sublet any portion of ten the Premises in violation of the requirements of Article XII of this Lease; or
(10d) Tenant shall fail to perform or observe some term or condition of this Lease which, because of its character, would immediately and materially jeopardize Landlord’s interest (such as, but without limitation, failure to maintain general liability insurance, or the employment of labor and contractors within the Premises which interfere with Landlord’s work, in violation of Section 4.3 or Section 9.3), and such failure continues for three (3) business days after written notice from Landlord to Tenant that such payment has not been received, or thereof; or
(iie) Tenant fails shall fail to perform or observe or perform any other material requirement, term, covenant or agreement condition of this Lease (not hereinabove in this Section 15.1 specifically referred to) on the part of Tenant herein contained to be performed or observed and such failure continues shall continue for thirty (30) days after written notice given by or on behalf of thereof from Landlord to Tenant for more Tenant, or if said default shall reasonably require longer than thirty (30) daysdays to cure, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured shall fail to commence to cure said default within such thirty (30) day period, and provided further that Tenant is proceeding days after notice thereof and/or fail to continuously prosecute the curing of the same to completion with due diligence to effect a cure of said Event of Default, no Event of Default hereunder diligence; or
(f) The estate hereby created shall be declared taken on execution or by Landlord if Tenant continues to proceed with diligence to cure said Event other process of Default, but in no event shall such cure period extend beyond ninety law; or
(90) days following notice from Landlord of such violation, default or breach, or (iiig) Tenant files shall make an assignment or trust mortgage arrangement, so-called, for the benefit of its creditors; or
(h) Tenant shall judicially be declared bankrupt or insolvent according to law; or
(i) a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer is appointed to take charge of all or any substantial part of Tenant’s property by a court of competent jurisdiction; or
(j) any petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary caseTenant in any court, under the Federal Bankruptcy Code (Title 11 whether or not pursuant to any statute of the United States Code), as now or hereafter in effect, or under of 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, andState, in the case of any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding, and such involuntary action, such action proceedings shall not be dismissed, discharged or denied fully and finally dismissed within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or institution of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty same; or
(60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (vk) Tenant shall generally file any petition in any court, whether or not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditors, or shall admit in writing its inability pursuant 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more statute of the following remedies:United States or any State, in any bankruptcy, reorganization, composition, extension, arrangement or insolvency proceeding; or
(l) Tenant otherwise abandons the Premises.
Appears in 2 contracts
Samples: Lease Agreement (Akamai Technologies Inc), Lease Agreement (Akamai Technologies Inc)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a “Default” and breach of this Lease notwithstanding, it shall be an event by Tenant:
(a) The failure by Tenant to make any payment of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent Rent or any other sum payable payment required to be made by Tenant hereunder as and when due and due, where such failure continues shall continue for a period of ten (10) days after written notice from Landlord of failure to Tenant that such payment has not been received, or pay after the due date.
(iib) Tenant fails Tenant’s failure to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) daysthe covenants, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breachconditions, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and to be observed or performed by Tenant, other than as described in subparagraph (a) above, where such failure shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and after written notice thereof by Landlord to Tenant; provided, prior to however, that if the expiration nature of Tenant’s default is such that more than thirty (30) days from are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant commences such cure within said thirty (30) day period and after thereafter diligently prosecutes such cure to completion.
(c) The making by Tenant of any general assignment or general arrangement for the giving benefit of notice as aforesaidcreditors, commences to eliminate such default and proceeds diligently or the appointment of a trustee or a receiver to take steps possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where possession is not restored to cure Tenant within sixty (60) days, or the sameattachment, Landlord shall execution, or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease, where such seizure is not have discharged in sixty (60) days.
(d) The filing of any voluntary petition in bankruptcy by Tenant, or the right to declare the term ended filing of any involuntary petition by reason thereof Tenant’s creditors, which involuntary petition remains undischarged for an additional a period of sixty (60) days.
14.3 . In the event that under applicable law the trustee in bankruptcy or Tenant has the right to affirm this Lease and perform the obligations of any Tenant hereunder, such Event trustee or Tenant shall, in such time period as may be permitted by the bankruptcy court having jurisdiction, cure all defaults of DefaultTenant hereunder outstanding as of the date of the affirmance of this Lease, Landlord at any time thereafter may at its option exercise any remedies available and provide to Landlord at law or in equity, including, without limitation, one or more such adequate assurances as may be necessary to ensure Landlord of the following remedies:continued performance of Tenant’s obligation under this Lease. In no event shall Tenant be liable to Landlord for loss of profits, business interruption, or consequential damages for a failure to perform its obligations if Tenant cures such failure within the time periods specified in this Section.
Appears in 2 contracts
Samples: Net Lease Agreement (Confluent, Inc.), Net Lease Agreement (Confluent, Inc.)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it shall be any one or more of the following events (herein referred to as an event of default (“Event of Default”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment of rent the Basic Rent, Escalation Charges or any other sum payable by Tenant Additional Rent hereunder when due and such failure continues shall continue for a period of ten three (103) days Business Days after written notice from Landlord to Tenant that such payment has not been received, or from Landlord; or
(ii) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly (and provided further that Tenant is proceeding with due diligence in any event within such thirty (30) day period) to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues remedy the same and to proceed prosecute such remedy to completion with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or and continuity; or
(iii) Tenant’s leasehold interest in the Premises shall be taken on execution or by other process of law directed against Tenant; or
(iv) Tenant files a petition commencing a voluntary caseshall make an assignment for the benefit of creditors or shall be adjudicated insolvent, 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors (other than the Bankruptcy Code, andas hereinafter defined), or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Tenant; or
(vi) A petition shall be filed against Tenant under any law (including, but not limited to, the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for sixty (60) days, or if any trustee, conservator, receiver or liquidator of Tenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for sixty (60) days; or
(vii) If: (x) Tenant shall fail to pay the Basic Rent, Escalation Charges or any other Additional Rent hereunder when due or shall fail to perform or observe any other covenant herein contained on Tenant’s part to be performed or observed and Tenant shall cure any such failure within the applicable grace period provisions set forth to clauses (i) or (ii) above; or (y) an Event of Default of the kind set forth in clauses (i) and or (ii) above shall have no application to the Events of Default referred to occur and Landlord shall, in clauses (iii) through (v) above.
14.2 If its sole discretion, permit Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Default after the applicable grace period has expired; and the same or a similar failure shall occur more than twice within the next 365 days (whether or not such similar failure is cured within the applicable grace period); then in any such case Landlord at any time thereafter may at its option terminate this Lease as hereinafter provided and exercise any other rights or remedies available to Landlord under this Lease, at law or in equity.
(b) For purposes of clause (a)(v) above, includingan “Event of Bankruptcy” means the filing of a voluntary petition by Tenant, without limitationor the entry of an order for relief against Tenant, one under Chapter 7, 11, or more 13 of the Bankruptcy Code, and the term “Bankruptcy Code” means 11 U.S.C. §101, et seq. If an Event of Bankruptcy occurs, then the trustee of Tenant’s bankruptcy estate or Tenant as debtor-in-possession may (subject to final approval of the court) assume this Lease, and may subsequently assign it, only if it does the following remedies:within sixty (60) days after the date of the filing of the voluntary petition, the entry of the order for relief (or such additional time as a court of competent jurisdiction may grant, for cause, upon a motion made within the original sixty-day period):
Appears in 2 contracts
Samples: Lease (Enova International, Inc.), Lease Agreement (Enova International, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it Each of the following shall be an event of default (“"Event of ---------------- Default”) under this Lease if: " by Tenant hereunder:
(ia) Tenant fails shall fail to pay when due any installment of rent Base Rent and Additional Rent or any other sum payable by charge or payment required of Tenant hereunder when due hereunder;
(b) Subject to the provisions of Section 22(g) below, Tenant shall violate or fail to perform any of the other terms, conditions, covenants or agreements of this Lease, and such violation or failure continues shall continue for a period of ten (10) 30 days after Tenant's receipt of written notice from Landlord thereof to Tenant that such payment has not been receivedfrom Landlord;
(c) Tenant or any guarantor of this Lease shall (i) make a general assignment for the benefit of its creditors, (ii) make a transfer in fraud of creditors, (iii) admit in writing its general inability to pay its debt when due, (iv) file any petition for, or answer seeking or concerning or acquiescing to, bankruptcy, reorganization, moratorium, liquidation, composition, extension, readjustment, arrangement, insolvency, dissolution or similar relief under any federal, state or other statute, law or regulation or otherwise, or (v) have filed against it any petition seeking any relief mentioned in (iv) above in this sentence that is not stayed or dismissed within 30 days;
(d) Any execution, levy, attachment or other process of law shall occur upon Tenant's Personal Property (or other property) or Tenant's interest in the Leased Premises;
(i) A trustee, receiver, liquidator or similar officer shall be appointed for Tenant or any guarantor of this Lease for a substantial part of Tenant's or any such guarantor's property and such appointment is consented or acquiesced to by Tenant or any such guarantor, (ii) Tenant fails to observe if not consented or perform any other material covenant acquiesced to, such appointment shall not be stayed or agreement of Tenant herein contained and dismissed within 30 days after such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breachappointment, or (iii) Tenant 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 such guarantor shall seek the case appointment of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodiantrustee, receiver, trustee liquidator or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty similar officer;
(60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (vf) Tenant shall generally not pay Tenant’s debts as such debts become due, vacate or abandon all or any of the Leased Premises or shall make remove or manifest an assignment for attempt to remove, not in the benefit ordinary cause of creditorsbusiness, Tenant's goods and property from all or shall admit in writing its inability any of the Licensed Premises such action will not constitute default under this lease if Tenant continues to pay its debts generally as they become due. The notice rent without default and grace period provisions in clauses the Leased Premises are kept secure; and
(ig) and (ii) above shall have no application to the Events of Default Any other act, failure or omission specifically referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice herein as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:.
Appears in 2 contracts
Samples: Lease Agreement (Equinix Inc), Lease Agreement (Equinix Inc)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach under this Lease notwithstanding, it shall be an event of default by Tenant (“Event of Default”):
(a) under this Lease if: abandonment of the Premises by Tenant. Abandonment is herein defined as set forth in Section 1951.35 of the California Civil Code.
(ib) the failure by Tenant fails to pay make any installment payment of rent Rent or any other sum payable payment required to be made by Tenant hereunder hereunder, when due and such failure continues for five (5) days after written notice thereof from Landlord that such payment was not received when due;
(c) the failure by Tenant to observe or perform any of the express or implied covenants or provisions of this Lease to be observed or performed by Tenant, other than as otherwise specified in this Section 23.1, where such failure shall continue for a period of thirty (30) days after written notice thereof from Landlord to Tenant; provided, however, that, if the nature of Tenant’s default is such that more than thirty (30) days are reasonably required for its cure, then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecute such cure to completion;
(i) the making by Tenant of any general assignment for the benefit of creditors, (ii) the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against the Tenant, the same is dismissed within sixty (60) days), (iii) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease where possession is not restored to Tenant within sixty (60) days, or (iv) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease where such seizure is not discharged within sixty (60) days;
(e) intentionally deleted;
(f) Tenant shall be liquidated or dissolved or shall begin proceedings towards its liquidation or dissolution;
(g) intentioanlly deleted;
(h) Any insurance required to be maintained by Tenant pursuant to this Lease shall be canceled or terminated or shall expire or be reduced or materially changed and not be replaced with insurance meeting the requirements in the Lease within ten (10) days after written notice from Landlord of such cancelation, termination or reduction;
(i) Any failure by Tenant to Tenant that execute and deliver such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained documents set forth in Sections 25 and 26 and such failure continues for three (3) business days after written notice given by or on behalf of Landlord to Tenant for more than thirty thereof from Landlord; and
(30j) days, provided, however, that if such non-monetary Event of Default Any failure by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default discharge any lien or breach, or (iii) Tenant files a petition commencing a voluntary case, or has filed against it a petition commencing an involuntary case, under encumbrance placed on 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 Building or any similar state law, and, part thereof 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant violation of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving date such lien or encumbrance is filed or recorded against the Building or any part thereof. Any notice sent by Landlord to Tenant pursuant to this Section 23 shall be in lieu of, and not in addition to, any notice required under California Code of notice as aforesaidCivil Procedure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysSection 1161.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Office Lease (QuantumScape Corp), Lease (QuantumScape Corp)
Tenant’s Default. 14.1 Any other provisions Events of Default Defined. Each of the following events in this Lease notwithstanding, it Section 24(b) shall be constitute an event of default (“Event of Default”) ” under this Lease if: (i) Lease:
1. If Tenant fails shall fail to pay any installment Minimum Rent of rent or any other sum payable by Tenant to Landlord hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant shall continue uncured for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 .
2. A material breach 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and not described elsewhere in this Section 24 which shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenantafter receipt of specific written notice from Landlord, prior to which notice described in detail the expiration nature of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently breach.
3. If a receiver or trustee is appointed to take steps to cure possession of all or substantially all of the same, Landlord shall assets of Tenant and such receiver or trustee is not have the right to declare the term ended by reason thereof for an additional period of sixty removed within ninety (6090) days.
14.3 In 4. If Tenant makes a general assignment of a majority of its assets for the event benefit of creditors;
5. If any bankruptcy, reorganization, moratorium, insolvency, creditor adjustment or debt rehabilitation proceeds or the like in which Tenant is the debtor subject of such Event proceedings are instituted under any state or federal law by Tenant, and/or are commenced against Tenant and are not dismissed within ninety (90) days after commencement;
6. If levy, execution, or attachment proceedings or other process of Defaultlaw are commenced upon, Landlord at on or against substantially all of Tenant’s assets, and such proceedings are not dismissed or stayed within ninety (90) days after commencement, and no action is then pending for dismissal or stay thereof, or
7. If a liquidator, receiver, custodian, sequester, conservator, trustee, or other similar judicial officer is applied for by Tenant or appointed for Tenant, and such appointment shall not have been vacated within ninety (90) days.
8. If Tenant shall assign or sublet, or execute any time thereafter may at its option exercise document purporting to assign or sublet, any remedies available interest under this Lease in violation of Section 16 hereof; or
9. If Tenant shall fail to vacate or surrender the Leased Premises to Landlord at law or in equity, including, without limitation, one or more upon the expiration of the following remedies:Term as provided in this Lease.
Appears in 2 contracts
Tenant’s Default. 14.1 Any other provisions Notwithstanding anything to the contrary in this Lease notwithstandingLEASE, it LANDLORD may terminate this lease in any of the following circumstances:
(a) if any sum or sums due as rent or additional rent as herein provided and set forth or any part thereof shall be an event of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues unpaid for a period of ten (10) days from the date said sum or sums are due and TENANT shall have failed to pay such sums in full within ten (10) days after written notice from Landlord of such default has been given by LANDLORD to Tenant that TENANT, or
(b) if TENANT shall violate or be in default in its observances or performance of any of its covenants herein contained, except default in the payment of base rent or additional rent, and shall have failed to take and prosecute appropriate steps to reasonably remedy such payment has not been received, breach or default within twenty (ii20) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues days after written notice of such breach or default has been given by LANDLORD to TENANT, or
(c) if the estate hereby created shall be taken on execution or on behalf other process of Landlord law and shall not be redeemed for twenty (20) days after LANDLORD shall have given TENANT written notice of such taking, or
(d) if TENANT be declared bankrupt or insolvent according to Tenant for more than thirty (30) days, providedlaw, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 the commencement of an involuntary actionbankruptcy, such action it shall not be dismissed, discharged or denied a default if TENANT causes such case to be dismissed within sixty (60) days after the filing thereofdays, or Tenant consents or acquiesces in the filing thereof, or or
(ive) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises if any assignment shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment made of TENANT'S property for the benefit of creditors, or
(f) if the PREMISES become vacant 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default deserted for a period of 90 days; however, TENANT shall not be deemed to have vacated or deserted the PREMISES if TENANT ceases manufacturing operations for any period of time, as long as TENANT continues to pay rent and additional rent and otherwise perform its obligations under this Lease then, and in each of the above said cases (after the expiration of the aforesaid ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordday or twenty (20) day period if applicable), Landlord LANDLORD lawfully may commence judicial proceedings, provided, however, if (notwithstanding any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event waiver of any such Event former breach of Default, Landlord covenant or waiver of the benefit hereof or consent in a former instance) immediately or at any time thereafter may at while such default or other stipulation aforesaid continues and without further demand or notice enter into and upon the PREMISES or any part thereof in the name of the whole and repossess the same as of its option exercise former estate and expel TENANT and those claiming through or under it and remove its effects (forcibly if necessary) without being deemed guilty of any manner of trespass and without prejudice to any remedies available to Landlord at law which might otherwise be used for arrears of rent or preceding breach of covenant, and upon entry as aforesaid this Lease shall terminate and TENANT covenants that in equity, including, without limitation, one or more case of such termination under the provisions of statute by reason of the following remedies:default of TENANT, TENANT will forthwith pay to LANDLORD all accrued base rent, additional rent, and all sums due and owing and all reasonable costs incurred by LANDLORD in removing TENANT and, on the last day of each calendar month, the difference, if any, pay LANDLORD for the deficiency between rental which would have been due for such month had there been no such termination and the sum of the amount being received by LANDLORD as rent from occupants of the PREMISES, if any.
Appears in 2 contracts
Samples: Commercial Building Lease (Acusphere Inc), Commercial Building Lease (Acusphere Inc)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event of default by Tenant:
(“Event of Default”a) under this Lease if: If Tenant abandons or vacates the Premises; or
(ib) If Tenant fails to pay any installment of rent Rent or any other sum payable charges required to be paid by Tenant hereunder when due under this Lease and such failure continues for five (5) days after such payment is due and payable (provided that the foregoing shall not be construed as a grace period in favor of ten Tenant); or
(10c) If Tenant fails to promptly and fully perform any other covenant, condition or agreement contained in this Lease and such failure continues for thirty (30) days after written notice thereof from Landlord to Tenant that such payment has not been received, Tenant; or
(d) If a writ of attachment or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by execution is levied on this Lease or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against 's Property; or
(e) If Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an makes a general assignment for the benefit of creditors, or shall admit in writing provides for an arrangement, composition, extension or adjustment with its inability to pay its debts generally as they become due. The notice and grace period provisions in clauses creditors; or
(if) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due files a voluntary petition for relief or if a petition against Tenant shall fail to keep in a proceeding under the federal bankruptcy laws or other insolvency laws is filed and perform not withdrawn or dismissed within forty-five (45) days thereafter, or if under the provisions of any express written covenant law providing for reorganization or winding up of this Lease corporations, any court of competent jurisdiction assumes jurisdiction, custody or control of Tenant or any substantial part of its property and shall continue such jurisdiction, custody or control remains in default force unrelinquished, unstayed or unterminated for a period of ten forty-five (1045) days after days; or
(g) If in any proceeding or action in which Tenant is a party, a trustee, receiver, agent or custodian is appointed to take charge of the Premises or Tenant's Property (or has received written notice the authority to do so) for the purpose of such default and demand enforcing a lien against the Premises or Tenant's Property; or
(h) If Tenant is a partnership, limited liability company, closely-held corporation or corporation with fewer than five (5) stockholders, or consists of performance from Landlord, Landlord may commence judicial proceedings, provided, howevermore than one (1) person or entity, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more partner of the following remedies:partnership, member of the limited liability company, shareholder of such corporation, or other person or entity is involved in any of the acts or events described in suhparagraphs (d) through (g) above.
Appears in 2 contracts
Samples: Office Suite Lease Agreement (High Desert Holding Corp.), Office Suite Lease Agreement (High Desert Holding Corp.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one or more of the following events shall be an event of constitute a default (“Event of Default”) under this Lease if: by Tenant:
(ia) the failure by Tenant fails to pay make any installment payment of rent Rent or Additional Rent or any other sum payable payment required to be made by Tenant hereunder hereunder, when due and such failure continues for a period of ten five (105) days after written notice thereof from Landlord to Tenant that such payment has was not been received, or received when due;
(iib) the failure by Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 express or hereafter in effect, implied covenants 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease to be observed or performed by Tenant, other than as specified in Section 19.1(a) above and Sections 20(b) and 21 hereafter, where such failure shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and after written notice thereof from Landlord to Tenant; provided, prior to however, that, if the expiration nature of Tenant’s default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecute such cure to completion, which completion shall occur not later than sixty (60) days from the date of such notice from Landlord;
(i) the making by Tenant of any general assignment for the benefit of creditors, (ii) the filing by or against Tenant of a petition to have Tenant adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to bankruptcy (unless, in the right to declare case of a petition filed against the term ended by reason thereof for an additional period of Tenant, the same is dismissed within sixty (60) days), (iii) the appointment of a trustee or receiver to take possession of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease where possession is not restored to Tenant within sixty (60) days, or (iv) the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease where such seizure is not discharged within sixty (60) days;
(d) Any insurance required to be maintained by Tenant pursuant to this Lease shall be canceled or terminated or shall expire or be reduced or materially changed, except as permitted in this Lease; and
(e) Any failure by Tenant to discharge any lien or encumbrance placed on the Premises or any part thereof due to Tenant’s work of improvements within thirty (30) days after the date such lien or encumbrance is filed or recorded against the Premises or any part thereof. Any notice sent by Landlord to Tenant pursuant to this Section 19 shall be in lieu of, and not in addition to, any notice required under California Code of Civil Procedure, Section 1161.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 2 contracts
Samples: Agreement of Purchase and Sale and Escrow Instructions (Synaptics Inc), Agreement of Purchase and Sale (Synaptics Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one of the following events shall be constitute an event of default on the part of Tenant (“Event of Default”):
(a) under this Lease if: The vacation of the Premises for a consecutive period of sixty (60) days or more, without (i) the intention of retaking possession or occupancy, and (ii) providing for the security of the Building, or the abandonment of the Premises by Tenant fails or any other vacation which would cause any insurance policy to be invalidated or otherwise lapse;
(b) Failure to pay any installment of rent Rent or any other sum monies due and payable hereunder within five (5) days after the date the same are due;
(c) A general assignment by Tenant hereunder when due and such failure continues for the benefit of creditors;
(d) The filing of a voluntary petition in bankruptcy by Tenant, the filing by Tenant of a voluntary petition for an arrangement, the filing by or against Tenant of a petition, voluntary or involuntary, for reorganization, or the filing of an involuntary petition by the creditors of Tenant, said involuntary petition remaining undischarged for a period of ten sixty (1060) days;
(e) Receivership, attachment, or other judicial seizure of substantially all of Tenant’s assets on the Premises, such attachment or other seizure remaining undismissed or undischarged for a period of sixty (60) days after the levy thereof;
(f) Death or disability of Tenant, if Tenant is a natural person, or the failure by Tenant to maintain its legal existence, if Tenant is a corporation, partnership, limited liability company, trust or other legal entity;
(g) Failure of Tenant to execute and deliver to Landlord any estoppel certificate, subordination agreement, or lease amendment in the time periods and manner required by Paragraphs 30 or 31 or 42;
(h) An assignment or sublease, or attempted assignment or sublease, of this Lease or the Premises by Tenant contrary to the provisions of Paragraph 23, unless such assignment or sublease is expressly conditioned upon Tenant having received Landlord’s consent thereto;
(i) Failure of Tenant to deposit the Letter of Credit with Landlord when required under Paragraph 7, and/or failure of Tenant to restore the Letter of Credit to the amount and within the time period provided in Paragraph 7;
(j) Failure in the performance of any of Tenant’s covenants, agreements or obligations hereunder (except those failures specified as events of Default in any other subparagraphs of this Paragraph 24, which shall be governed by such other subparagraphs), which failure continues for thirty (30) days after written notice thereof from Landlord to Tenant, provided that, if Tenant that has exercised reasonable diligence to cure such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained failure and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day periodperiod despite reasonable diligence, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten under this subparagraph so long as Tenant thereafter diligently and continuously prosecutes the cure to completion;
(10k) days after Chronic delinquency by Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rentRent, or any other periodic payments required to be paid by Tenant under this Lease. “Chronic delinquency” shall mean failure by Tenant to pay Rent, or any other periodic payments required to be paid by Tenant under this Lease, when due (i) which cannot be cured within a for any three (3) months (consecutive or nonconsecutive) during any period of thirty twelve (3012) days and Tenantmonths or (ii) for any twelve (12) months (consecutive or nonconsecutive) during the Term. In the event of a Chronic Delinquency, prior in addition to the expiration of thirty (30) days from and after the giving of notice as aforesaidLandlord’s other remedies for Default provided in this Lease, commences to eliminate such default and proceeds diligently to take steps to cure the sameat Landlord’s option, Landlord shall not have the right to declare the term ended require that Rent be paid by reason thereof for an additional period of sixty Tenant quarterly, in advance;
(60l) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law Chronic overuse by Tenant or in equity, including, without limitation, one or more Tenant’s Agents of the following remedies:number of undesignated parking spaces set forth in the Basic Lease Information. “Chronic overuse” shall mean use by Tenant or Tenant’s Agents of a number of parking spaces greater than the number of parking spaces set forth in the Basic Lease Information more than three (3) times during any twelve (12) month period;
Appears in 2 contracts
Samples: Lease Agreement (Theravance Biopharma, Inc.), Lease Agreement (Theravance Biopharma, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one of the following events shall be an event constitute a default on the part of default Tenant (“Event of Default”) under this Lease if: ):
(i) Tenant fails Failure to pay any installment of rent Base Rent or any other sum payable by Tenant hereunder when monies due and such payable hereunder, said failure continues continuing for a period of ten three (103) business days after receipt from Landlord of written notice that the same is past-due;
(ii) A general assignment for the benefit of creditors by Tenant ;
(iii) The filing of a voluntary petition in bankruptcy by Tenant, the filing by Tenant of a voluntary petition for an arrangement, the filing by or against Tenant of a petition, voluntary or involuntary, for reorganization, or the filing of an involuntary petition in bankruptcy by the creditors of Tenant, said involuntary petition remaining undischarged for a period of sixty (60) days;
(iv) Receivership, attachment, or other judicial seizure of substantially all of Tenant’s assets on the Premises, such attachment or other seizure remaining undismissed or undischarged for a period of sixty (60) days after the levy thereof;
(v) Failure of Tenant to execute and deliver to Landlord any estoppel certificate, subordination agreement, or lease amendment within the time periods and in the manner required by Paragraphs 30 or 31 or 42, and/or failure by Tenant to deliver to Landlord any financial statement as required by Paragraph 40;
(vi) An assignment or sublease, or attempted assignment or sublease, of this Lease or the Premises by Tenant contrary to the provisions of Paragraph 23, unless such assignment or sublease is expressly conditioned upon Tenant having received Landlord’s consent thereto;
(vii) Failure of Tenant to provide a replacement Letter of Credit to restore the Letter of Credit to the amount and within the time period provided in Paragraph 7 above;
(viii) Failure in the performance of any of Tenant’s covenants, agreements or obligations hereunder (except those failures specified as Defaults in subparagraphs (i) through (vii) or any other subparagraphs of this Paragraph 24, which shall be governed by the notice and cure periods set forth in such other subparagraphs), which failure continues for thirty (30) days after written notice thereof from Landlord to Tenant, provided that, if Tenant that has exercised reasonable diligence to cure such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained failure and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day periodperiod despite reasonable diligence, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 in default under this subparagraph so long as Tenant thereafter diligently and continuously prosecutes the cure to completion;
(ix) Chronic Overuse by Tenant or denied within sixty (60) days after Tenant’s Agents of the filing thereof, or Tenant consents or acquiesces number of undesignated parking spaces set forth in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Basic Lease Information. “Chronic Overuse” means documented use by Tenant or of all or substantially all of Tenant’s property or Agents of a number of parking spaces greater than the Premises shall be appointed in any proceedings brought by or against Tenant and, number of parking spaces set forth in the latter case, such entity shall not be discharged within sixty Basic Lease Information more than three (603) days times during any twelve (12) month period after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from by Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:;
Appears in 2 contracts
Samples: Lease Agreement (10x Genomics, Inc.), Lease Agreement (10X Genomics, Inc.)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event (a) If at any time any one or more of default the following events (herein referred to as a “Event Default of DefaultTenant”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment make payment of rent or any other sum payable by Tenant hereunder when monetary amount due and such failure continues for a period of ten under this lease within five (105) days after Landlord has sent to Tenant notice of such default. However, if: (A) Landlord shall have sent to Tenant a notice of such default, even though the same shall have been cured and this Lease not terminated; and (B) during the lease year in which said notice of default has been sent by Landlord to Tenant, Tenant thereafter shall default in any monetary payment, the same shall be deemed to be a Default of Tenant upon Landlord giving Tenant written notice from Landlord to Tenant that such payment has not been receivedthereof, or without the five (5) day grace period set forth above; or
(ii) Tenant fails shall fail to perform or observe or perform any other material covenant or agreement of Tenant provision herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, providedor, however, that if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that to prosecute such remedy to completion with diligence and continuity. However, if (A) Landlord shall have sent to Tenant is proceeding with due diligence a notice of such default, even though the same shall have been cured and this Lease not terminated; and (B) during the lease year in which said notice of default have been sent by Landlord to effect a cure of said Event of DefaultTenant, no Event of Default hereunder Tenant thereafter shall default in any non-monetary matter, the same shall be declared by deemed to be a Default of Tenant upon Landlord if giving Tenant continues to proceed with diligence written notice thereof, and Tenant shall have no grace period within which to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or the same; or
(iii) except as otherwise provided by applicable law, if the estate hereby created shall be taken on execution or by other process of law, or if Tenant files shall be judicially declared bankrupt or insolvent according to law, or if any assignment shall be made of the property of Tenant for the benefit of creditors, or if a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer shall be appointed to take charge of all or any substantial part of Tenant’s property by a court of competent jurisdiction, or if a petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary case, for the reorganization of Tenant under the Federal Bankruptcy Code (Title 11 any provisions of the United States Code), as law now or hereafter in effectenacted, 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 and such involuntary action, such action shall proceeding is not be dismissed, discharged or denied dismissed within sixty (60) days after the filing thereofit is begun, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail file a petition for such reorganization, or for arrangements under any provisions of such laws providing a plan for a debtor to keep settle, satisfy, or extend the time for the payment of debts; or
(iv) Tenant shall vacate or abandon the Premises, then, in any such case, Landlord may, in addition to any remedies otherwise available to Landlord, immediately or at any time thereafter, and perform without demand or notice, enter into and upon the Premises or any express written part thereof in the name of the whole and repossess the same as of Landlord’s former estate, and expel Tenant and those claiming by, through or under it and remove its or their effects (forcibly if necessary) without being deemed guilty of any manner of trespass, and without prejudice to any remedies which might otherwise be used for arrears of rent or preceding breach of covenant and/or Landlord may terminate this Lease by notice to Tenant and this Lease shall come to an end on the date of such notice as fully and completely as if such date were on the date herein originally fixed for the expiration of the term of this Lease (Tenant hereby waiving any rights of redemption, if any, under M.G.L.A. c. 186, §11 to extent that such rights may be lawfully waived), and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default will then quit and demand of performance from surrender the Premises to Landlord, Landlord may commence judicial proceedingsbut Tenant shall remain liable as herein provided. To the extent permitted by law, provided, however, if Tenant hereby expressly waives any default shall occur (other than and all rights of redemption granted by or under any present or future laws in the payment event of rent) which cannot be cured within a period Tenant being evicted or dispossessed, or in the event of thirty (30) days and TenantLandlord obtaining possession of the Premises, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 the violation by Tenant of any of the covenants and conditions of this Lease. In the event of any such Event of Defaulttermination, entry or re-entry, Landlord shall have the right to remove and store Tenant’s abandoned property and that of persons claiming by, through or under Tenant at any time thereafter may the sole risk and expense of Tenant and, if Landlord so elects, (x) to sell such property at its option exercise any remedies available public auction or private sale and apply the net proceeds to the payment of all sums due to Landlord at from Tenant and pay the balance, if any, to Tenant, or (y) to dispose of such property in any manner in which Landlord shall elect, Tenant hereby agreeing to the fullest extent permitted by law that it shall have no right, title or interest in any property remaining in the Premises after such termination, entry or re-entry.
(b) Tenant covenants and agrees, notwithstanding any termination of this Lease as aforesaid or any entry or re-entry by Landlord, whether by summary proceedings, termination, or otherwise, to pay and be liable for on the days originally fixed herein for the payment thereof, amounts equal to the several installments of Rent and other charges reserved as they would become due under the terms of this Lease if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, and whether the Premises be relet or remain vacant, in whole or in equitypart, or for a period less than the remainder of the Term, or for the whole thereof; but in the event the Premises be relet by Landlord, Tenant shall be entitled to a credit in the net amount of rent received by Landlord in reletting, after deduction of all expenses incurred in reletting the Premises (including, without limitation, one remodeling costs, brokerage fees, attorneys’ fees and the like), and in collecting the rent in connection therewith. In lieu of any other damages or more indemnity and in lieu of full recovery by Landlord of all sums payable under all the foregoing provisions of this Section 14.1 (b), Landlord may by written notice to Tenant, at any time after this Lease is terminated under any of the following remedies:provisions contained in Section 14.1 or is otherwise terminated for breach of any obligation of Tenant and before such full recovery, elect to recover, and Tenant shall thereupon pay, as liquidated damages, an amount equal to the excess of the present value of Rent during the Lease Term (excluding any Extension Term not yet commenced) over the fair market value of the Premises for the same period.
(c) In case of any Default of Tenant, re-entry, entry, expiration and dispossession by summary proceedings or otherwise, Landlord may (i) re-let the Premises or any part or parts thereof, either in the name of Landlord or otherwise, for a term or terms which may at Landlord’s option be equal to or less than or exceed the period which would otherwise have constituted the balance of the Lease Term and may grant concessions or free rent to the extent that Landlord considers advisable or necessary to re-let the Premises and (ii) make such alterations, repairs and decorations in the Premises as Landlord, in its sole judgment, considers advisable or necessary for the purpose of reletting the Premises; and no action by Landlord in accordance with the foregoing shall operate or be construed to release Tenant from liability hereunder as aforesaid. It is specifically understood and agreed that Landlord shall be entitled to take into account in connection with any reletting of the Premises all relevant factors which would be taken into account by a sophisticated developer in securing a replacement tenant for the Premises, such as, but not limited to, the first class quality of the Building and the financial responsibility of any such replacement tenant. Landlord shall in no event be liable in any way whatsoever for failure to re-let the Premises, or, in the event that the Premises are re-let, for failure to collect the rent under such re-letting. The Landlord agrees to list the Premises with a broker in the event of a termination, entry or re-entry under this ARTICLE XIV, provided that Landlord’s obligation to list the Premises as provided herein is independent of Tenant’s obligations under this ARTICLE XIV and shall not be construed to entitle Tenant to set-off against any amounts payable by Tenant hereunder in the event of a breach or alleged breach by Landlord of such obligation. In no event shall Landlord be obligated to give priority to the re-letting of the Premises over any other Premises in the Building or any other building owned by Landlord.
(d) If there is at any time a guarantor or assignee of this Lease or any interest of Tenant herein or any sublessee, franchisee, concessionee, or licensee of all or any portion of the Premises, the happening of any of the events described in paragraph (a)(iii) of this Section with respect to such guarantor, assignee, sublessee, franchisee, concessionee, or licensee shall constitute a Default of Tenant hereunder.
(e) The specified remedies to which Landlord may resort hereunder are not intended to be exclusive of any remedies or means of redress to which Landlord may, at any time, be entitled lawfully and Landlord may invoke any remedy (including the remedy of specific performance) allowed at law or in equity as if specific remedies were not herein provided for.
(f) All costs and expenses incurred by or on behalf of Landlord (including, without limitation, attorneys’ fees and expenses) in enforcing its rights hereunder or occasioned by any Default of Tenant shall be paid by Tenant. Nothing contained in this Lease shall limit or prejudice the right of Landlord to prove for and obtain in proceedings for bankruptcy, insolvency, or like proceedings by reason of the termination of this Lease, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when, and governing the proceedings in which, the damages are to be proved, whether or not the amount be greater than, equal to, or less than the amount of the loss or damages referred to above.
Appears in 1 contract
Samples: Lease (Metabolix, Inc.)
Tenant’s Default. 14.1 Any other provisions in The occurrence of any one or more of the following events shall constitute a default and breach of this Lease notwithstanding, it shall be an event by Tenant:
(a) the vacating or abandonment of default the Demised Premises by Tenant;
(“Event of Default”b) under this Lease if: (i) failure by Tenant fails to pay any installment of rent or any other sum payable Rent when required hereunder;
(c) failure by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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)covenants, as now conditions 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordto be observed or performed by Tenant, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in except the payment of rent) which cannot be cured within Rent, where such failure shall continue for a period of thirty (30) days and after written notice thereof by Landlord to Tenant (provided, however, that if the nature of Tenant, prior to the expiration of ’s default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not have the right be deemed to declare the term ended by reason thereof for be in default if Tenant commences such cure within said thirty (30) day period and thereafter diligently prosecutes such cure to completion, but in no event beyond an additional period thirty (30) days);
(d) the making by Tenant or Guarantor of any general assignment or general arrangement for the benefit of creditors; or the filing by or against Tenant or Guarantor of a petition to have Tenant or Guarantor adjudged a bankrupt, or a petition or a reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant or Guarantor, the same is dismissed within sixty (60) days.); or the appointment of a trustee or a receiver to take possession of substantially all of Tenant’s assets located at the Demised Premises or of Tenant’s interest in this Lease, where possession is not restored to Tenant within thirty (30) days; or the attachment, execution or other judicial seizure of substantially all of Tenant’s assets located at the Demised Premises or of Tenant’s interest in this Lease, where such seizure is not discharged within thirty (30) days; or
14.3 In (e) the event liquor license being in imminent danger of being revoked or the revocation of any such Event of Defaultthe Liquor Licenses by the State of Colorado or the City and County of Denver for any reason whatsoever. Notwithstanding the cure period allowed by subparagraph (c) above, Landlord at any time thereafter may at its option exercise any remedies available it shall be an immediate default under this Lease if Tenant fails to surrender the Demised Premises to Landlord at law upon the expiration or in equity, including, without limitation, one or more sooner termination of the following remedies:Lease, or if any failure of Tenant to comply with any provision of this Lease jeopardizes any insurance coverage or causes or results in a dangerous condition on the Demised Premises or the remainder of the Property, and such failure to comply is not cured as soon as reasonably possible after notice thereof by Landlord to Tenant. In no event shall financial inability be considered a reasonable ground for failure of Tenant to cure any breach of, or failure to comply with, the provisions of this Lease.
Appears in 1 contract
Samples: Business Lease (VCG Holding Corp)
Tenant’s Default. 14.1 Any The occurrence of any one or more of the following events shall constitute a default and breach of this Lease by Tenant: (a) Tenant's failure to pay any Rent or charges required to be paid by Tenant under this Lease within 5 days of Landlord's delivery of written notice to Tenant that said amounts are past due; (b) Tenant's abandonment or vacation of the Premises; (c) Tenant's failure to promptly and fully perform any other provisions covenant, condition or agreement contained in this Lease notwithstanding, it shall be an event of default (“Event of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and where such failure continues for a period of ten (10) 30 days after written notice from Landlord to Tenant that of such payment has default; (d) the levy of a writ of attachment or execution on this Lease or on any of the property of Tenant located in the Premises; (e) the making by Tenant of a general assignment for the benefit of its creditors or of an arrangement, composition, extension or adjustment with its creditors; (f) the filing by or against Tenant of a petition for relief or other proceeding under federal bankruptcy laws or state or other insolvency laws, which petition is not been receivedremoved or which action is not dismissed within 90 days of its filing, or (ii) Tenant fails to observe the assumption by any court or perform any other material covenant administrative agency, or agreement by a receiver, trustee or custodian appointed by either, of jurisdiction, custody or control of the Premises or of Tenant herein contained and such failure continues after written notice given or any substantial part of its assets or property; or (g) if the interest of Tenant under this Lease is held by a partnership or on behalf of Landlord to Tenant for by more than thirty one person or entity, the occurrence of any act or event described in parts (30e) daysor (f) above in respect of any partner or principal in the Tenant entity. Except as otherwise specified by this Paragraph, provided, however, that if such non-monetary Event of Default by Tenant in the event a nonmonetary default occurs which cannot reasonably be cured within such thirty (30) day the time period specified above and Tenant commences corrective action within said time period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents subject to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of penalty under this Lease so long as Tenant prosecutes such corrective action diligently and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior continuously to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) dayscompletion.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 1 contract
Samples: Premises Lease (Pixar \Ca\)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it shall be an event (a) If at any time any one or more of default the following events (herein referred to as a “Event Default of DefaultTenant”) under this Lease if: shall occur:
(i) Tenant fails shall fail to pay any installment make payment of rent or any other sum payable by Tenant hereunder when monetary amount due and such failure continues for a period of under this Lease within ten (10) days after Landlord has sent to Tenant notice of such default. However, if: (A) Landlord shall have sent to Tenant a notice of such default, even though the same shall have been cured and this Lease not terminated; and (B) during the lease year in which said notice of default has been sent by Landlord to Tenant, Tenant thereafter shall default in any monetary payment, the same shall be deemed to be a Default of Tenant upon Landlord giving Tenant written notice from Landlord to Tenant that such payment has not been receivedthereof, or within the ten (10) day grace period set forth above; or
(ii) Tenant fails shall fail to perform or observe or perform any other material covenant or agreement of Tenant provision herein contained on Tenant’s part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, providedor, however, that if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that to prosecute such remedy to completion with diligence and continuity. However, if (A) Landlord shall have sent to Tenant two notices of such default, even though the same shall have been cured and this Lease is proceeding with due diligence not terminated; and (B) during the lease year in which said notices of default have been sent by Landlord to effect a cure of said Event of DefaultTenant, no Event of Default hereunder and the Tenant thereafter shall default in any nonmonetary matter, the same shall be declared by deemed to be a Default of Tenant upon Landlord if giving Tenant continues to proceed with diligence written notice thereof, and Tenant shall have a ten (10) day grace period within which to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or the same; or
(iii) Except as otherwise provided by applicable law, if the estate hereby created shall be taken on execution or by other process of law, or if Tenant files shall be judicially declared bankrupt or insolvent according to law, or if any assignment shall be made of the property of Tenant for the benefit of creditors, or if a receiver, guardian, conservator, trustee in involuntary bankruptcy or other similar officer shall be appointed to take charge of all or any substantial part of Tenant’s property by a court of competent jurisdiction, or if a petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary case, for the reorganization of Tenant under the Federal Bankruptcy Code (Title 11 any provisions of the United States Code), as law now or hereafter in effectenacted, 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 and such involuntary action, such action shall proceeding is not be dismissed, discharged or denied dismissed within sixty (60) days after the filing thereofit is begun, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform file a petition for such reorganization, or for arrangements under any express written covenant provisions of this Lease and shall continue in default such laws providing a plan for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlorddebtor to settle, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in satisfy or extend the time for the payment of rentdebts; or
(iv) which cannot be cured within Tenant shall vacate , for a continuous period of thirty three (303) days months or more, or abandon the Premises then, in any such case, Landlord may, in addition to any remedies otherwise available to Landlord, immediately or at any time thereafter, and Tenantwithout demand or notice, prior enter into and upon the Premises or any part thereof and repossess the same as of Landlord’s former estate, and expel Tenant and those claiming by, through or under it and remove its or their effects (forcibly if necessary) without being deemed guilty of any manner of trespass, and without prejudice to any remedies that might otherwise be used for arrears of rent or preceding breach of covenant and/or Landlord may terminate this Lease by notice to Tenant and this Lease shall come to an end on the date of such notice as fully and completely as if such date were on the date herein originally fixed for the expiration of thirty (30) days from all terms of this Lease. Tenant hereby waiving any rights of redemption, if any, under X.X. x. 186, § 11 to extent that such rights may be lawfully waived and after Xxxxxx will then quit and surrender the giving Premises to Landlord, but Tenant shall remain liable as herein provided. To the extent permitted by law, Tenant hereby expressly waives any and all rights of notice as aforesaidredemption granted by or under any present or future laws in the event of Tenant being evicted or dispossessed, commences to eliminate such default and proceeds diligently to take steps to cure or in the sameevent of Landlord obtaining possession of the Premises, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 the violation by Xxxxxx of any of the covenants and conditions of this Lease. In the event of any such Event of Defaulttermination, entry or re-entry, Landlord shall have the right to remove and store Tenant’s property and that of persons claiming by, through or under Tenant at any time thereafter may the sole risk and expense of Tenant and, if Landlord so elects, to sell such property at its option exercise any remedies available public auction or private sale and apply the net proceeds to the payment of all sums due to Landlord at from Tenant and pay the balance, if any, to Tenant, or to dispose of such property in any manner in which Landlord shall elect, Tenant hereby agreeing to the fullest extent permitted by law that it shall have no right, title or interest in any property remaining in the Premises after such termination, entry or reentry.
(b) Tenant covenants and agrees, notwithstanding any termination of this Lease as aforesaid or any entry or reentry by Landlord, whether by summary proceedings, termination or otherwise, to pay and be liable for on the days originally fixed herein for the payment thereof, amounts equal to the several installments of Rent and other charges reserved as they would become due under the terms of this Lease if this Lease had not been terminated or if Landlord had not entered or re-entered, as aforesaid, and whether the Premises be re-let or remain vacant, in whole or in equitypart, or for a period less than the remainder of the Term, or for the whole thereof; but in the event the Premises be re-let by Landlord, Tenant shall be entitled to a credit in the net amount of rent received by Landlord in re-letting, after deduction of all expenses incurred in re- letting the Premises (including, without limitation, one or more remodeling costs, brokerage fees, attorney fees and the like), and in collecting the rent in connection therewith. As an alternative, at the election of Landlord, Tenant will upon such termination pay to Landlord, as damages, such a sum as at the time of such termination represents the amount of the following remedies:excess, if any, of the then value of the total Rent and other benefits that would have accrued to Landlord under this Lease for the remainder of the Lease Term if the lease terms had been fully complied with by Tenant over and above the then cash rental value (in advance) of the Premises for what would be the then unexpired Lease Term if the same remained in effect.
(c) In case of any Default of Tenant, for any reason after the tenant is in Default for six
Appears in 1 contract
Samples: Ground Lease
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The occurrence of any one or more of the following events shall be an event of constitute a default (“Event of Default”) under this Lease if: by Tenant:
(ia) Tenant fails to pay any installment of rent or any other sum payable the failure by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent or additional rent or any other payment required to be made by Tenant hereunder, when such failure continues for five (5) days after the due date;
(b) the failure by Tenant to observe or if Tenant shall fail to keep and perform any of the express written covenant or implied covenants or provisions of this Lease and to be observed or performed by Tenant, other than as specified in Section 23.1(a) above, where such failure shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and after written notice thereof from Landlord to Tenant; provided, prior to however, that, if the expiration nature of Tenant's default is such that more than thirty (30) days from and after the giving of notice as aforesaidare reasonably required for its cure, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord then Tenant shall not be deemed to be in default if Tenant shall commence such cure within said thirty (30) day period and thereafter diligently prosecute such cure to completion. Notwithstanding the foregoing, if a different time period for observance or performance by Tenant is expressly stated in this Lease, the failure by Tenant to observe or perform such express or implied covenant or provision of this Leases shall constitute a default where such failure continues for the period expressly set forth in such applicable provision;
(i) the making by Tenant or any guarantor hereof of any general assignment for the benefit of creditors, (ii) the filing by or against Tenant or any guarantor hereof of a petition to have Tenant or the right guarantor adjudged a bankrupt or a petition for reorganization or arrangement under any law relating to declare bankruptcy (unless, in the term ended by reason thereof for an additional period case of a petition filed against the Tenant or the guarantor, the same is dismissed within sixty (60) days.
14.3 In ), (iii) the event appointment of any such Event a trustee or receiver to take possession of Default, Landlord substantially all of Tenant's assets located at any time thereafter may at its option exercise any remedies available to Landlord at law the Premises or of Tenant's interest in equity, including, without limitation, one this Lease or more of substantially all of the following remedies:guarantor's assets, where possession is not restored to Tenant or the guarantor within sixty (60) days, or (iv) the attachment, execution or other judicial seizure of substantially all of Tenant's assets located at the Premises or of Tenant's interest in this Lease or of substantially all of the guarantor's assets where such seizure is not discharged within sixty (60) days;
(d) any material representation or warranty made by Tenant in this Lease or any other document delivered in connection with the execution and delivery of this Lease or pursuant to this Lease proves to be incorrect in any material respect;
(e) Tenant shall be liquidated or dissolved or shall begin proceedings towards its liquidation or dissolution.
Appears in 1 contract
Tenant’s Default. 14.1 Any If Tenant defaults in the payment of any rent or other provisions in this Lease notwithstanding, it shall be an event of default (“Event of Default”) sums due and payable to Landlord under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure default continues for a period of ten (10) days after written notice from of such default has been given by Landlord to Tenant that such payment has not been receivedTenant, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform violate or default in the performance of any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlordcovenants, Landlord may commence judicial proceedingsagreements, provided, however, if any default shall occur stipulations or other conditions contained herein (other than in the payment of rentrent and other sums payable under this Lease) which cannot be cured within and such violation or default continues for a period of thirty (30) days and after written notice of such violation or default has been given by Landlord to Tenant, prior or, in the case of a default not curable within thirty (30) days, if Tenant shall fail to commence to cure the expiration of same within thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds thereafter proceed diligently to take steps complete the cure thereof, then Landlord at its option may reenter and repossess the Demised Premises with or without process of law, declare this Lease terminated and the term of this Lease ended forthwith, or pursue any other remedy available under law. Landlord may use such legal force as may be necessary to cure remove all persons and property then located in the same, Demised Premises. Landlord shall not have the full and uncontested right to declare take possession of Tenant's fixtures, inventory and other property in or about the Demised Premises, holding the same as additional security for the rent and other sums due hereunder. Notwithstanding such reentry and repossession by Landlord and the holding of such fixtures, inventory or other personal property, the liability of Tenant for the payment of the rent and other sums due hereunder and for the performance of Tenant's other obligations hereunder for the balance of the term ended by reason thereof of this Lease shall not be relinquished or extinguished. Landlord acknowledges that others do have existing liens as of date lease is signed and that these existing liens have priority over landlords claims. Tenant acknowledges, agrees and warrants that (1) tenant will inform and receive approval from other existing and future lien holders that Landlord may, at Landlord's option, relocate any and all items in the demised premises to another location, and, (2) Tenant and other lien holders will hold Landlord harmless for an additional period of sixty (60) days.
14.3 any or all damage or loss that may occur in said move and/or storage. Landlord at any time may commence one or more actions to collect any sums due from Tenant under this Lease. In the event of any such Event of Defaultreentry and repossession, Landlord at shall have the right to relet all or any time thereafter portion of the Demised Premises under such terms and conditions as Landlord may at deem appropriate and any such reletting shall not relieve Tenant of any of its option exercise any remedies available obligations to Landlord at law or in equityunder this Lease, includingexcept to the extent of any net rentals actually received by Landlord from such reletting after deducting all of Landlord's expenses, without limitationincluding but not limited to legal expenses, one or more brokerage commissions and the costs of remodeling the following remedies:Demised Premises so as to render it suitable for reletting.
Appears in 1 contract
Samples: Lease Agreement (Imagemax Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it If Tenant (a) shall be an event of default (“Event of Default”) under this Lease if: (i) Tenant fails fail to pay any installment of rent or any other ----------------- sum payable by Tenant of money due hereunder when due and such failure continues for a period of within ten (10) days after receipt or receipt of refusal by the Landlord of notice of such failure or if Tenant shall fail to pay any rent or other sum of money due hereunder within five days after the same shall be due (provided however that the Landlord agrees to give written notice from Landlord to Tenant that of any such failure of payment has and such failure will not been received, or (ii) constitute an event of default unless Tenant fails to observe make such payment on or before the tenth day from and after receipt or refusal of such notice, and provided further that such notice and grace period shall be required to be provided by the Landlord and shall be accorded the Tenant, if necessary, only twice during any consecutive twelve month period of the term, with an event of default to be deemed to have immediately occurred upon the third failure to make a timely payment as aforesaid within any consecutive twelve month period of the term) or (b) shall fail to perform any other material covenant terms, conditions, or agreement covenants of Tenant herein contained and such failure continues after written notice given this Lease to be observed or performed by or on behalf of Landlord to Tenant for more than thirty (30) daysdays after written notice of such default shall have been mailed to Tenant, provided, however, unless such default is of a nature that if such non-monetary Event of Default by Tenant it cannot reasonably practically be cured within such thirty (30) day period, period and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breachxxxxx default, or (iiic) Tenant files a petition commencing a voluntary caseshall abandon the Leased Premises, then at Landlord's option and without limiting Landlord in the exercise of any other right 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 remedy Landlord may have 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 equity on account of such default, and without any similar state lawfurther demand or notice, Landlord may
(i) Re-enter the Leased Premises take possession of all Improvements, additions, alterations, equipment and fixtures thereon, eject all parties in possession thereof therefrom, and, in without terminating this Lease, at any time and from time to time relet the case of Leased Premises or any such involuntary action, such action shall not be dismissed, discharged part or denied within sixty (60) days after parts thereof for the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator account of Tenant or otherwise, receive and collect the rents therefor, applying the rents first to the payment of such reasonable expenses as Landlord may have paid, assumed or incurred in recovering possession of the Leased Premises, including costs, expenses and reasonable attorney's fees, and for placing the Leased Premises in good order and condition or preparing or altering the same for reletting and all other expenses, commissions and charges paid, assumed or incurred by Landlord in or in connection with reletting the Leased Premises, and then to the fulfillment of the covenants of Tenant. Any such reletting may be for the remainder of the Term of this Lease or for a longer or shorter period. Landlord may execute any lease made pursuant to the terms hereof either in Landlord's name or in the name of Tenant, as Landlord may see fit, and the subtenant therein shall be under no obligation whatsoever for the application by Landlord of any rent collected by Landlord from such subtenant to any and all sums, due and owing or which may become due and owing under the provisions of this Lease. Tenant shall not have any right or authority to collect any rent from subtenant. In any case and whether or not the Leased Premises or any part thereof be relet, Tenant shall pay to Landlord all sums required to be paid by Tenant up to the time of re-entry by Landlord. Thereafter Tenant, if required by Landlord, shall pay to Landlord until the end of the Term of this Lease the equivalent of the amount of all or substantially all rent and other charges required to be paid by Tenant under the terms of Tenant’s property or this Lease, less the proceeds of such reletting during the Term of this Lease, if any, after payment of the Premises expenses of Landlord. Such rent shall be appointed in due and payable on the several rent days herein specified, and Landlord need not wait until the termination of this Lease to recover any proceedings brought rent by legal action or against Tenant and, in the latter case, such entity otherwise. Re-entry by Landlord shall not be discharged within sixty (60) days after such appointment or constitute an election to terminate this Lease unless Landlord gives Tenant consents notice of Landlord's election to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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 terminate.
(ii) above Declare this Lease at an end, re-enter the Leased Premises eject all parties in possession thereof therefrom and repossess and enjoy the Leased Premises together with all Improvements thereto, and Landlord shall have no application thereupon be entitled to recover from Tenant any rent due from Tenant to Landlord as of the date of such re-entry and, subject to the Events Landlord's duty to mitigate damages, the amount of Default referred rent and charges equivalent to rent reserved in clauses this Lease for the balance of the Term. For the purpose of this subparagraph (iiiii) through (v) above.
14.2 If all Impositions and contributions to expenses and other items paid by Tenant shall fail to make any payment be projected over the term of rent when due or if Tenant shall fail to keep and perform any express written covenant the Lease at an average increase of such items as may have occurred since the date of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration date of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysdefault.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 1 contract
Samples: Lease (Stoneridge Inc)
Tenant’s Default. 14.1 Any other provisions in At the option of Landlord, a default under this Lease notwithstandingby Tenant shall exist if any of the following events shall occur (each, it shall be an event of default (“"Event of Default”) under this Lease if: "):
(ia) Tenant fails to pay any installment of rent the Monthly Rent, or any other sum payable by Tenant hereunder when due and such failure continues for a period of Additional Rent, within ten (10I 0) days of a written notice of nonpayment from Landlord.
(b) Tenant fails to observe, keep, perform or cure, within thirty (30) days after written notice from Landlord to by Landlord, any of the other terms, covenants, agreements or conditions contained in this Lease which Tenant that such payment has not been received, or (ii) Tenant fails is obligated to observe or perform any other material covenant or agreement of Tenant herein contained and perform. In the event such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant candefault reasonably could not reasonably be cured or corrected within such thirty (30) day period, and provided further that then Tenant is proceeding with due diligence to effect a cure shall not be in default of said Event of Default, no Event of Default hereunder shall be declared by Landlord this Lease if Tenant continues to proceed with diligence to commences the cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord or correction of such violationdefault within such initial thirty (30) day period and diligently prosecutes the same to completion.
(c) The making of a general assignment by Tenant for the benefit of creditors, default or breach, or (iii) Tenant files a petition commencing the filing of a voluntary case, petition by Tenant or has filed against it a petition commencing the filing of an involuntary casepetition by any of Tenant's creditors seeking the rehabilitation, under the Federal Bankruptcy Code (Title 11 liquidation or reorganization of the United States Code), as now or hereafter in effect, or Tenant under any similar lawlaw relating to bankruptcy, insolvency 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, other relief of debtors and, in the case of any such an involuntary action, such action shall not be dismissed, discharged the failure to remove or denied discharge the same within sixty (60) days after of such filing, the filing thereofappointment of a receiver or other custodian to take possession of substantially all of Tenant's assets or this leasehold, Tenant's insolvency or Tenant consents failure generally to pay Tenant's debts when due, any court entering a decree or acquiesces in order directing the filing thereof, winding up or (iv) a custodian, receiver, trustee or liquidator liquidation of Tenant or of all or substantially all of Tenant’s property 's assets, Tenant taking any action toward the dissolution or winding up of Tenant's affairs, the cessation or suspension of Tenant's use of the Premises shall be appointed in pursuant to any proceedings brought insolvency contemplated by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointmentthis paragraph, or (v) the attachment, execution or other judicial seizure of substantially all of Tenant's assets or this leasehold. Notices given under this Section 15.1 shall specify the alleged default by Tenant and shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for demand that Tenant perform 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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue or pay the Rent that is in default for a arrears, as the case may be, within the applicable period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daystime.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 1 contract
Samples: Lease Agreement (BRIX REIT, Inc.)
Tenant’s Default. 14.1 Any other The occurrence of any one or more of the following events shall, at Landlord's option, constitute a material default by Tenant of the provisions of this Lease:
20.1 The abandonment of the Premises by Tenant or the vacation of the Premises by Tenant which would cause any insurance policy to be invalidated or otherwise lapse. Tenant agrees to notice and service of notice as provided for in this Lease notwithstandingand waives any right to any other or further notice or service of notice which Tenant may have under any statute or law now or hereafter in effect;
20.2 The failure by Tenant to make any payment of Rent, it shall be an event Additional Rent or any other payment required hereunder within three (3) days of default (“Event the date said payment is due. Tenant agrees to notice and service of Default”) under notice as provided for in this Lease if: and waives any right to any other or further notice or service of notice which Tenant may have under any statute or law now or hereafter in effect;
20.3 The failure by Tenant to observe, perform or comply with any of the conditions, covenants or provisions of this Lease (except failure to make any payment of Rent and/or Additional Rent) and such failure is not cured within (i) Tenant fails to pay any installment thirty (30) days of rent or any other sum payable by Tenant hereunder when due and the date on which Landlord delivers written notice of such failure continues to Tenant, complying with the notice requirements of Section 31.10 hereof, for a period of all failures other than with respect to Hazardous Materials, and (ii) ten (10) days after of the date on which Landlord delivers written notice from Landlord to Tenant that such payment has not been received, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) daysall failures in any way related to Hazardous Materials. However, provided, however, that Tenant shall not be in default of its obligations hereunder if such non-monetary Event of Default by Tenant failure cannot reasonably be cured within such thirty (30) or ten (10) day periodperiod as applicable, and provided further that Tenant is proceeding promptly commences, and thereafter diligently proceeds with due diligence same to effect a cure of said Event of Defaultcompletion, no Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence all actions necessary to cure said Event of Defaultsuch failure as soon as is reasonably possible, but in no event shall the completion of such cure period extend beyond ninety be later than forty five (9045) days following after the date on which Landlord delivers to Tenant written notice from Landlord of such violationfailure, default unless Landlord, acting reasonably and in good faith, otherwise expressly agrees in writing to a longer 13 14 period of time based upon the circumstances relating to such failure as well as the nature of the failure and the nature of the actions necessary to cure such failure;
20.4 The making of a general assignment by Tenant for the benefit of creditors, the filing of a voluntary petition by Tenant or breachthe filing of an involuntary petition by any of Tenant's creditors seeking the rehabilitation, liquidation, or (iii) reorganization of Tenant 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 lawlaw relating to bankruptcy, insolvency 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, other relief of debtors and, in the case of any such an involuntary action, such action shall not be dismissed, discharged the failure to remove or denied discharge the same within sixty (60) days after of such filing, the filing thereofappointment of a receiver or other custodian to take possession of substantially all of Tenant's assets or this leasehold, Tenant's insolvency or Tenant consents inability to pay Tenant's debts or acquiesces in failure generally to pay Tenant's debt when due, any court entering a decree or order directing the filing thereof, winding up or (iv) a custodian, receiver, trustee or liquidator liquidation of Tenant or of all or substantially all of Tenant’s property 's assets, Tenant taking any action toward the dissolution or winding up of Tenant's affairs, the cessation or suspension of Tenant's use of the Premises, or the attachment, execution or other judicial seizure of substantially all of Tenant's assets or this leasehold;
20.5 Tenant's use of storage of Hazardous Materials in, on or about the Premises shall be appointed and/or the Building, other than as expressly permitted by the provisions of Section 29 below; or
20.6 The making of any material misrepresentation or omission by Tenant in any proceedings brought materials delivered by or against on behalf of Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’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.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:pursuant to this Lease.
Appears in 1 contract
Samples: Lease Agreement (Jabil Circuit Inc)
Tenant’s Default. 14.1 Any other provisions in A. If, at any time during the term of this Lease notwithstandingLease, it shall subject to existing bankruptcy laws, as the same may be an event of default amended from time to time, (“Event of Default”) under this Lease if: (i1) Tenant fails to pay shall file in any installment court a petition in bankruptcy or insolvency or for reorganization (other than a reorganization not involving the insolvency of rent Tenant), or any other sum payable by Tenant hereunder when due and such failure continues arrangement, or for the appointment of a period receiver or trustee of ten (10) days after written notice from Landlord to Tenant that such payment has not been receivedall or a portion of Tenant’s property, or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant 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 Landlord of such violation, default or breach, or (iii) Tenant 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 Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v2) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an a general assignment for the benefit of creditors, or (3) Tenant shall admit in writing its inability be adjudicated as bankrupt by any court; then this Lease shall terminate ipso facto upon the happening of such contingency, and Tenant shall then quit and surrender the Leased Premises to pay its debts generally as they become dueLandlord. The notice and grace period provisions word “Tenant” as used in clauses (i) and (ii) above this Article shall be deemed to mean Tenant herein or in the event that this Lease shall have no application been assigned, such word shall be deemed to mean only the Events assignee in possession of Default referred to in clauses (iii) through (v) above.
14.2 If the Leased Premises. In any event, the liability of Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of continue as provided in this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedingsLease, provided, however, that if any Tenant had assigned this Lease Landlord will allow Tenant, if legally permitted to do so, to occupy the Leased Premises upon compliance with all terms of this Lease including but not limited to the payment of all overdue rent.
B. After the same shall become due and payable, if Tenant shall be in default shall occur (other than in the payment of rentAnnual Basic Rent or additional rent or insurance premiums for more than twenty (20) days after notice by Landlord, then Landlord may, at its election, terminate this Lease; provided, however, that in the event that Tenant shall have received any such Landlord’s notice twice within any consecutive twelve (12) month period, then Landlord may, at its election, terminate this Lease if Tenant shall thereafter fail to pay any installment of Annual Basic Rent or additional rent or insurance premiums for more than fifteen (15) days following the due date thereof.
C. If Tenant shall be in default in the performance of any of the other covenants, terms and conditions of this Lease, Landlord may give Tenant sixty (60) days notice in writing specifying the default and requiring it to be remedied. If, at the expiration of said sixty (60) days, the default which is the basis of such notice shall not have been remedied (or if such default cannot be cured remedied within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days, if Tenant shall not have commenced the remedy thereof within such period of time and shall not be proceeding with due diligence to remedy it), Landlord, at its election, may terminate this Lease on fifteen (15) days’ written notice. to such effect.
14.3 D. In the event this Lease shall terminate pursuant to Sections A, B or C of any such Event of Defaultthis Article, Landlord shall be entitled to recover forthwith from Tenant, as liquidated damages or otherwise, an amount equal to the maximum allowed by any statute or rule of law in effect at the time when and governing the proceedings in which such damages are to be proved. In determining the rental value of the Leased Premises, the rental realized by any time thereafter bona fide reletting shall be deemed prima facie evidence of such rental value. Landlord shall make every reasonable effort to relet the Leased Premises.
E. After such termination Landlord may at its option exercise any remedies available re-enter the Leased Premises and have and possess the same as of Landlord’s former estate, and without such re-entry may recover possession thereof in the manner prescribed by the statute relating to Landlord at law or in equity, includingsummary process, without limitationany compliance with statutory notice to quit, one or more of the following remedies:which is specifically waived.
Appears in 1 contract
Samples: Lease (Gartner Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it It shall be an event of default (“Event of Default”) under this Lease if: "EVENT OF DEFAULT" if Tenant shall (i) Tenant fails fail to pay any monthly installment of rent Base Rent or Tenant's Pro Rata Share of Excess Operating Costs, or any other sum payable by Tenant hereunder when due and such failure continues for a period of within ten (10) days after written notice from Landlord to Tenant that such payment has not been received, or is due and payable; (ii) Tenant fails violate or fail to observe or perform any other material covenant conditions, covenants, or agreement of agreements herein made by Tenant herein contained respecting Tenant's insurance requirements as specified in Section 6.2, and such violation or failure continues shall continue for five (5) business days after written notice given by or on behalf of Landlord thereof to Tenant by Landlord; (iii) violate or fail to perform any of the other conditions, covenants or agreements herein made by Tenant, and such violation or failure shall continue for more than thirty fifteen (3015) days, days after written notice thereof to Tenant by Landlord; provided, however, that if such non-monetary Event default is of Default by Tenant a nature that it cannot reasonably be cured within such thirty fifteen (3015) day perioddays, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no it shall not be an Event of Default hereunder shall be declared by Landlord if Tenant continues to proceed with diligence commences to cure said Event of Default, but in no event shall within such fifteen (15) day period and diligently prosecutes such cure period extend beyond ninety (90) days following notice from Landlord of to completion within the time reasonably required for such violationcure, default or breach, or (iii) Tenant 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 not 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 exceed sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or days; (iv) make a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an general assignment for the benefit of creditorsits creditors or file a petition for bankruptcy or other reorganization, liquidation, dissolution or shall admit similar relief; (v) have a proceeding filed against Tenant seeking any relief mentioned in writing (iv) above; (vi) have a trustee, receiver or liquidator appointed for Tenant or a substantial part of its inability to pay its debts generally as they become due. The notice property; (vii) abandon or vacate the Leased Premises and grace period provisions any portion of Rent is delinquent; (viii) default under any other lease, if any, within the Building or the Project; or (ix) if Tenant is a partnership, if any partner of the partnership is involved in clauses any of the acts or events described in subparagraphs (i) and (ii) above shall have no application to the Events of Default referred to in clauses (iii) through (vviii) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:
Appears in 1 contract
Samples: Lease Agreement (Pc Tel Inc)
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, it The following shall be defined and deemed as an event of default (“Event of Default”) under this Lease if: (ia) if Tenant fails to pay any installment shall default in the payment of rent the Minimum Rental or any other sum payable by additional rent, and if Tenant hereunder when due and such failure continues for a period of shall fail to cure said default within ten (10) business days after written the date on which Landlord gives notice from Landlord to Tenant that such payment has not been received, or of said default (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, a Rent Default Notice); provided, however, that Landlord shall have no obligation to give Tenant more than two (2) such notices in any Lease Year; or (b) if Tenant shall default in the payment of the Minimum Rental or any additional rent in any Lease Year in which two (2) Rent Default Notices have been given and Tenant shall fail to cure said default within five (5) business days after the date on which such non-monetary Event payment is due; or (c) if Tenant shall default in the performance or observance of Default any term, obligation, covenant, or condition to be performed or observed by Tenant cannot reasonably under this Section 19 or under any of Sections 6(b), 10 (other than subsection 10(d)), 11 (other than subsection 11(d)), or 17 of this Lease; or (d)if Tenant shall default in the performance or observance of any term, obligation, covenant, or condition to be cured within such thirty (30) day performed or observed by Tenant under subsection 7(a)(ii), and if Tenant shall fail to cure said default prior to the expiration of any grace or cure period, if any, provided in the Restriction, the failure to comply with which constitutes Tenant's default under said subsection 7(a)(ii); or (e) if Tenant shall default in the performance or observance of any other term, obligation, covenant, or condition to be performed or observed by Tenant under this Lease, and provided further that if Tenant is proceeding shall fail to cure said default within twenty-five (25) days after receipt of notice of said default from Landlord, or if said default shall reasonably require longer than twenty-five (25) days to cure, if Tenant shall fail to commence to cure said default within twenty-five (25) days after receipt of notice thereof and continuously prosecute the curing of the same to completion with due diligence diligence, or (f) if Tenant shall make an assignment of its property for the benefit of creditors or shall institute any proceedings relating to effect it or its property under any bankruptcy or insolvency laws of any jurisdiction or shall petition to any court for, or consent to, the appointment of a cure receiver, trustee, or assignee of said Event it or any part of Defaultits property, no Event or (g) if an order for relief under any provisions of Default hereunder the Bankruptcy Reform Act of 1978 shall be entered against tenant, or (h) if Tenant shall be declared by Landlord if Tenant continues bankrupt or insolvent according 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 Landlord of such violation, default or breachlaw, or (iiii) Tenant 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 if 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 insolvency proceedings shall be commenced against Tenant and shall not be dismissed, discharged or denied dismissed within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereofthereafter, or (ivj) if a custodian, receiver, trustee trustee, or liquidator assignee shall be appointed without the consent of Tenant in any bankruptcy or insolvency proceedings of Tenant or the property of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity and shall not be discharged within sixty ninety (6090) days after such appointment or Tenant consents to or acquiesces in such appointmentthereafter, or (vk) if Tenant shall generally not pay Tenant’s debts as such debts become duebe liquidated or dissolved, or shall make an assignment for the benefit of creditorsbegin proceedings toward its liquidation or dissolution, or shall admit shall, in writing any manner, permit the divestiture of substantially all of its inability assets, or (l) if, as a result of any failure by Tenant to pay its debts generally as they become due. The notice and grace period provisions in clauses (i) and (ii) above perform or observe any of the terms, obligations, covenants, or conditions to be performed or observed by it under this Lease, a breach or default shall have no application occurred and be continuing under any Superior Lease or Mortgage notice of which has been given to the Events of Default referred to in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or Tenant, and if Tenant shall fail to keep and perform any express written covenant of this Lease and shall continue in cure said default for a period of ten (10) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty one-half (3012) days of that portion of the grace or cure period, if any, applicable to said breach or default provided in such Superior Lease or Mortgage, the duration of which is ascertainable upon the occurrence of such failure by Tenant. The word Tenant as used in subsections (f), (g), (h), (i), (j), (k), and (l) of this Section 19 shall mean the then holder of the Tenant's interest in this Lease hereunder and/or any Guarantor(s) and/or other persons who or which are liable for Tenant's obligations under this Lease. The words "Landlord" and "Tenant" as used in subsections (b), (c), (d), and (e) of this Section 19 shall mean any person, firm, or entity controlled by, under common control with, or controlling the Landlord or the Tenant (as defined in the preceding sentence) under this Lease, respectively; and for the purpose of interpreting this sentence, the word "control" shall be deemed to mean capable of directing the business activities and direction of such person, firm, or entity. Any defaults in Tenant's liabilities or obligations under this Lease occasioned by any acts or failures to act by any persons having or claiming any right, title, and interest in or to the Leased Premises by, through, or under Tenant, shall be deemed the default of Tenant hereunder. If this Lease is terminated pursuant to this Section 19, Tenant waives (i) the benefit of any Laws exempting property from liability for rent or for debt, and after (ii) the service of any notice which may be required by any Laws. In case of the occurrence of any Event of Default hereinbefore provided, the Landlord shall have the immediate right of reentry, and may remove all persons and property from the Leased Premises by summary proceedings, lawful force, or otherwise. In addition, in the event of the occurrence of any Event of Default (whether or not Landlord shall elect to reenter or to take possession pursuant to legal proceedings or pursuant to any notice provided for by Laws), Landlord shall have the right, at its option, to terminate this Lease on not less than two (2) days' notice to Tenant and upon the giving of said notice, this Lease and the term hereof shall cease and expire on the date set forth in said notice as aforesaidif said date were the expiration date originally set forth herein and/or it may from time to time, commences whether or not this Lease be terminated, make such alterations and repairs as may be reasonably necessary in order to eliminate relet the Leased Premises or any part(s) thereof for such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare term or terms (which may extend beyond the term ended of this Lease) and at such rental(s) and upon such other terms and conditions as Landlord in its sole discretion may deem advisable; upon each such reletting, all rentals received by reason thereof for an additional period of sixty (60) days.
14.3 In the event Landlord from such reletting shall be applied, first, to the payment of any indebtedness (other than rents due hereunder) of Tenant to Landlord, second, to the payment of any costs and expenses of such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equityreletting, including, without limitation, brokerage fees (at no greater than customary rates in the area in which the Leased Premises is located) and reasonable attorneys' fees, and of the cost of such alterations and repairs, third, to the payment of rents due and unpaid hereunder; and the residue, if any, shall be held by Landlord and applied in payment of future rents and other payments required to be made by Tenant hereunder as the same may become due and payable hereunder, with the right reserved to Landlord to bring such action(s) or proceeding(s) for the recovery of any deficits remaining unpaid without being obliged to await the end of the term for a final determination of Tenant's account; and the commencement or maintenance of any one or more actions shall not bar Landlord from bringing other or subsequent actions for further accruals pursuant to the provisions of this Section. If such rentals received from such reletting during any month be less than that to be paid during that month by Tenant hereunder, Tenant shall pay any such deficiency to Landlord. Such deficiency shall be calculated and paid monthly subject to Landlord's right of action(s) or proceeding(s) as aforesaid. No such reentry or taking possession of the following Leased Premises by Landlord shall be construed as an election on its part to terminate this Lease unless a written notice of such intention be given to Tenant, or unless the termination thereof be decreed by a court of competent jurisdiction. Notwithstanding any such reletting without termination, Landlord may at any time thereafter elect to terminate this Lease for such previous breach. Should Landlord at any time terminate this Lease for any breach, in addition to any other remedies it may have, it may recover from Tenant all damages it may incur by reason of such breach as damages for loss of the bargain and not as a penalty, including the cost of recovering the Leased Premises, reasonable attorneys' fees, and including the worth, at the time of such termination, of the excess, if any, of the amount of rental and charges equivalent to the rental and charges reserved in this Lease for the remainder of the then term of this Lease, over the aggregate rental value of the Leased Premises for the remainder of such term, all of which shall be immediately due and payable from Tenant to Landlord. If any Laws shall validly limit the amount of the damages provided for in the immediately preceding sentence to less than the amount above agreed upon, Landlord shall be entitled to the maximum amount allowable under such Laws. In the event the Tenant does not comply with its obligations under this Lease, Landlord shall also have the right to appropriate injunctive relief. The rights and remedies:, whether herein or anywhere else in this Lease provided, shall be cumulative, and the exercise of any one right or remedy shall not preclude the exercise of, or act as a waiver of, any other right or remedy of Landlord hereunder, or which may be existing at law, or in equity, or by statute, or otherwise. In addition to the foregoing, Tenant, and its successors and assigns, shall at all times indemnify Landlord for, defend Landlord against, and save Landlord harmless from, any liability, loss, cost, injury, damage, or other expense or risk whatsoever, directly or indirectly, arising out of, resulting from, or otherwise in connection with (i) the failure for any reason on the part of Tenant to perform, observe, or comply with any of the covenants, conditions, and obligations under this Lease to be performed, observed, or complied with by Tenant, and/or (ii) the failure for any reason of any representation, warranty, or covenant given by Tenant in connection with the execution of this Lease by Landlord to be materially true, complete, and accurate, including, without limitation, any representation, warranty, or covenant given or made by Tenant under that certain Contract of Purchase and Lease executed by and between Landlord or its predecessor-in-interest, as purchaser, and Tenant or its predecessor-in-interest, as seller, respecting the acquisition of the Leased Premises by Landlord and contemporaneously with the consummation of which this Lease was executed, all of which representations, warranties, and covenants are hereby incorporated by reference herein this Lease.
Appears in 1 contract
Samples: Lease Agreement (First National Bancshares Inc /Sc/)
Tenant’s Default. 14.1 Any 22.1 It is covenanted and agreed that if the TENANT shall neglect or fail to pay the rent and other charges herein provided on the due date, or within seven (7) days thereafter, or shall neglect or fail to perform or observe any of the other covenants, terms, provisions or conditions contained in this Lease notwithstandingthese presents and on his part to be performed or observed within fifteen (15) days of written notice of default, it provided that IF, during said fifteen (15) day period TENANT has commenced curing said default, TENANT shall be an event given a reasonable amount of default (“Event of Default”) under this Lease if: (i) Tenant fails time to pay any installment of rent or any other sum payable by Tenant hereunder when due and such failure continues for a period of ten (10) days after written notice from Landlord to Tenant that such payment has not been receiveddiligently cure said default, or (ii) Tenant fails to observe if the estate hereby created shall be taken on execution or perform any by other material covenant process of law, or agreement of Tenant herein contained and such failure continues after written notice given by if the TENANT or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder Guarantor shall be declared by Landlord if Tenant continues bankrupt or insolvent according 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 Landlord of such violation, default or breachlaw, or (iii) Tenant files if any assignment shall be made of the property of the TENANT or Guarantor for the benefit of creditors, or if a receiver, trustee in bankruptcy or other similar officer shall be appointed to take charge of all or any substantial part of the TENANT'S or Guarantor's property by a court of competent Jurisdiction or a petition commencing a voluntary case, or has shall be filed against it a petition commencing an involuntary case, under for the Federal Bankruptcy Code (Title 11 reorganization of the United States Code), as TENANT or Guarantor under any provisions of the Bankruptcy Act now or hereafter in effectenacted, or under and 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 proceedings not be dismissed, discharged or denied dismissed within sixty (60) days after It is begun, or if TENANT or Guarantor shall file a petition for such reorganization, or for arrangements under any provisions of the filing Bankruptcy Act now or hereafter enacted and providing a plan for a debtor to settle, satisfy or extend the time for the payment of debts then, and in any of the said cases (notwithstanding any release or any consent in a former instance), the LANDLORD lawfully may, immediately or at any time thereafter and without demand or notice, enter into and upon the said premises or any part thereof in the name of the whole and repossess the same as of LANDLORD'S former estate, and expel the TENANT and those claiming through or under TENANT and remove TENANT'S or their effects (forcibly if necessary) without being deemed guilty of any manner of trespass, and without prejudice to any remedies which might otherwise be used for arrears of rent or precedence breach of covenant and upon entry as aforesaid, this Lease shall terminate. The TENANT covenants and agrees, notwithstanding any entry or re-entry by the LANDLORD whether by summary proceedings, termination or otherwise, to pay and be liable for on the days originally fixed herein for the payment thereof, amounts equal to the several installments of rent and other charges reserved as they would under the provisions of this Lease, become due if this Lease had not been terminated, or Tenant consents if the LANDLORD had not entered or acquiesces re-entered as aforesaid, and whether the demised premises be relet or remain vacant in whole or in part or for a period less than the remainder of the term, and for the whole thereof, together with reasonable costs including attorney fees if placed with an attorney for collection or for possession of Premises, but in the filing thereofevent the demised premises be relet, in whole or (iv) in part, by the LANDLORD, the TENANT shall be entitled to a custodian, receiver, trustee or liquidator credit in the net amount of Tenant or rent received by the LANDLORD in reletting after deduction of all or substantially all expenses reasonably incurred in reletting the demised premises and in collecting the rent in connection therewith. As an alternative, at the election of Tenant’s property or the LANDLORD, the TENANT will, upon such termination pay to the LANDLORD as damages, such a sum as at the time of such termination represents the present value of the amount in excess, if any, of the then value of the total rent and other benefits which would have accrued to LANDLORD under this Lease for the remainder of the Lease term if the Lease term had been fully complied with by TENANT over and above the then cash rental value (in advance) of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit balance of creditorsthe term, 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) abovetogether with reasonable costs, including attorney fees if placed with an attorney for collection.
14.2 22.2 If Tenant LANDLORD shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of terminate this Lease by reason of a condition of default, TENANT, and shall continue in default for a period of those claiming under TENANT, shall, within ten (10) days after Tenant has received written notice the termination of the Lease, remove their goods and effects from the demised premises. If TENANT or any such default claimant shall fail to effect such removal forthwith, LANDLORD, without liability to TENANT or to those claiming under TENANT, may remove such goods and demand effects and may, store the same for the account of performance from LandlordTENANT or of the owner thereof in any place selected by LANDLORD or, Landlord at LANDLORD'S sole election, LANDLORD may commence judicial proceedingssell the same at public auction or private sale on such terms and conditions as to price, providedpayment and otherwise as LANDLORD, howeverin LANDLORD'S sole judgment, if any default may deem advisable. Notwithstanding, the foregoing, LANDLORD'S disposition of TENANT'S goods and effects shall occur (other than in be subject to the provisions of M.G.L.A. Chapter 106, Section 9-504.
22.3 Except with respect to the payment of rent) which cannot rent to be cured paid by the TENANT hereunder, neither party shall be in default in the performance of any of their obligations hereunder unless and until such party shall have failed to perform such obligations within a period of thirty fifteen (3015) days and Tenant, prior or such additional time as is reasonably required to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate correct any such default and proceeds diligently after written notice by the other party properly specifying wherein such party has failed to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of perform any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equity, including, without limitation, one or more of the following remedies:obligation.
Appears in 1 contract
Samples: Lease (Satcon Technology Corp)
Tenant’s Default. 14.1 Any other provisions in (a) If at any time subsequent to the date of this Lease notwithstanding, it ---------------- any one or more of the following events (herein referred to as a "Default of Tenant") shall be an event of default (“Event of Default”) under this Lease if: happen:
(i) Tenant fails shall fail to pay any installment of rent the Basic Rent, Escalation Charges or any other sum payable by Tenant additional charges hereunder when due and such failure continues shall continue for a period of ten three (103) days full Business Days after written notice from Landlord to Tenant that such payment has not been received, or from Landlord; or
(ii) Tenant fails shall neglect or fail to perform or observe or perform any other material covenant or agreement of Tenant herein contained on Tenant's part to be performed or observed and such failure continues after written notice given by or on behalf of Landlord Tenant shall fail to Tenant for more than remedy the same within thirty (30) daysdays after notice to Tenant specifying such neglect or failure, provided, however, that or if such non-monetary Event failure is of Default by such a nature that Tenant cannot reasonably be cured remedy the same within such thirty (30) day period, Tenant shall fail to commence promptly to remedy the same and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord if Tenant continues prosecute such remedy to proceed completion with diligence to cure said Event of Default, but in no event shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or and continuity; or
(iii) Tenant's leasehold interest in the Premises shall be taken on execution or by other process of law directed against Tenant; or
(iv) Tenant files a petition commencing a voluntary caseshall make an assignment for the benefit of creditors or shall be adjudicated insolvent, 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 shall file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution or similar relief for reorganization itself under any present or for an arrangement pursuant to any state bankruptcy future Federal, State or other statute, law or any similar state lawregulation for the relief of debtors (other than the Bankruptcy Code, andas hereinafter defined), or shall seek or consent to or acquiesce in the case appointment of any such involuntary actiontrustee, such action shall not be dismissed, discharged or denied within sixty (60) days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee receiver or liquidator of Tenant or of all or substantially all any substantial part of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorsits properties, or shall admit in writing its inability to pay its debts generally as they become due. The notice ; or
(v) An Event of Bankruptcy (as hereinafter defined) shall occur with respect to Tenant; or
(vi) A petition shall be filed against Tenant under any law (other than the Bankruptcy Code) seeking any reorganization, arrangement, composition, readjustment, liquidation, dissolution, or similar relief under any present or future Federal, State or other statute, law or regulation and shall remain undismissed or unstayed for an aggregate of sixty (60) days (whether or not consecutive), or if any trustee, conservator, receiver or liquidator of Tenant or of all or any substantial part of its properties shall be appointed without the consent or acquiescence of Tenant and such appointment shall remain unvacated or unstayed for an aggregate of sixty (60) days (whether or not consecutive); or
(vii) If: (x) Tenant shall fail to pay the Basic Rent, Escalation Charges, additional charges or other charges hereunder when due or shall fail to perform or observe any other covenant herein contained on Tenant's part to be performed or observed and Tenant shall cure any such failure within the applicable grace period provisions set forth in clauses (i) and or (ii) above; or (y) a Default of Tenant of the kind set forth in clauses (i) or (ii) above shall have no application occur and Landlord shall, in its sole discretion, permit Tenant to cure such Default after the Events of applicable grace period has expired; and a similar failure or Default referred to shall occur more than twice within the next 365 days (whether or not such similar failure is cured within the applicable grace period); then in clauses (iii) through (v) above.
14.2 If Tenant shall fail to make any payment of rent when due or if Tenant shall fail to keep and perform any express written covenant of such case Landlord may terminate this Lease and shall continue in default for by notice to Tenant, specifying a period of ten date not less than five (105) days after Tenant has received written notice of such default and demand of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of such notice on which this Lease shall terminate and this Lease shall come to an end on the date specified therein as aforesaidfully and completely as if such date were the date herein originally fixed for the expiration of the Term of this Lease, commences and Tenant will then quit and surrender the Premises to eliminate such default and proceeds diligently to take steps to cure the sameLandlord, Landlord but Tenant shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysremain liable as hereinafter provided.
14.3 In the event (b) For purposes of any such clause (a)(v) above, an "Event of DefaultBankruptcy" means the filing of a voluntary petition by Tenant, Landlord at any time thereafter may at its option exercise any remedies available to Landlord at law or in equitythe entry of an order for relief against Tenant, includingunder Chapter 7, without limitation11, one or more of the following remedies:13 of
Appears in 1 contract
Tenant’s Default. 14.1 Any other provisions in this Lease notwithstanding, a. If at any time during Tenant’s occupancy of the demised Premises it shall be become necessary to institute legal proceedings for any reason, Tenant agrees to pay Landlord an additional amount of rental equal to the attorney’s fees incurred by the Landlord during said litigation.
b. In the event of default (“Event any failure of Default”) under this Lease if: (i) Tenant fails to pay any installment of rent or any other sum payable by Tenant rental due hereunder when due and such failure continues for a period of ten within five (105) days after written notice from Landlord to Tenant that such payment has not been receivedthe same shall be due, or (ii) Tenant fails any failure to observe or perform any other material covenant of the terms, conditions or agreement covenants of Tenant herein contained and such failure continues after written notice given this Lease to be observed or performed by or on behalf of Landlord to Tenant for more than thirty (30) daysdays after written notice of such default shall have been mailed to Tenant, provided, however, that if such non-monetary Event of Default by Tenant cannot reasonably be cured within such thirty (30) day period, and provided further that Tenant is proceeding with due diligence to effect a cure of said Event of Default, no Event of Default hereunder shall be declared by Landlord or if Tenant 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 Landlord of such violation, default become bankrupt or breachinsolvent, or (iii) file any debtor proceedings or take or have taken against Tenant 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 in any court pursuant to any statute either of the United States Code)or of any State, 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 insolvency 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 thereofTenant’s property, or if Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make makes an assignment for the benefit of creditorscreditors or petitions for or enters into an arrangement, or if tenant shall admit abandon the leased property, or suffer this Lease to be taken under any writ of execution, then Landlord, besides other rights or remedies it may have, shall have the immediate right of re-entry and may remove all persons and property from the leased property and such property may be removed and stored in writing its inability a public warehouse or elsewhere at the cost of and for the account of tenant, all without service or notice or resort to pay its debts generally legal process and without being deemed guilty of trespass or becoming liable for any loss or damage which may be occasioned thereby.
c. Should Landlord elect to re-enter as they become due. The herein provided, or should it take possession pursuant to legal proceedings or pursuant to any notice provided for by law, it may either terminate this Lease, or it may from time to time without terminating this Lease, make such alterations and grace period provisions repairs as may be necessary in clauses order to relit the property, and relit the property, or any part thereof, for such term or terms (iwhich may be for a term extending beyond the term of this Lease) and (ii) above at such rental or rentals and upon such other terms and conditions as Landlord, in its sole discretion, may deem advisable. Upon such reletting all rentals received by Landlord from such reletting shall have no application be applied, first, to the Events payment of Default referred any indebtedness other than rent due hereunder from Tenant to in clauses (iii) through (v) above.
14.2 If Tenant shall fail Landlord; second, to make the payment of any costs and expenses of such reletting, including brokerage fees and attorney’s fees and cost of such alterations and repairs; third, to the payment of rent when due or and unpaid hereunder and the residue, if any, shall be held by Landlord and applied in payment of future rent as the same may become due and payable hereunder. If such rentals received from such reletting during any month be less than that to be paid during that month by Tenant hereunder, Tenant shall fail pay any such deficiency to keep Landlord. Such deficiency shall be calculated and perform any express written covenant paid monthly. No such re-entry or taking possession of the leased property by Landlord shall be construed as an election on its part to terminate this Lease and shall continue in default for unless a period of ten (10) days after Tenant has received written notice of such default and demand intention be given to Landlord or unless the termination thereof be decreed by a court of performance from Landlord, Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to the expiration of thirty (30) days from and after the giving of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) days.
14.3 In the event of competent jurisdiction. Notwithstanding any such Event of Default, reletting without this Lease for such previous breach. Should Landlord at any time thereafter terminate this Lease for any breach, in addition to any other remedies it may at its option exercise any remedies available have, it may recover from Tenant all damages it may incur by reason of such breach, including the cost of recovering the leased property, reasonable attorney’s fees, and including the amount of rent and charges equivalent to Landlord at law or rent reserved in equity, including, without limitation, one or more this Lease for the remainder of the following remedies:stated term over the then reasonable rental value of the leased property for the remainder of the stated term, all of which amounts shall be immediately due and payable from Tenant to Landlord.
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Samples: Commercial Lease Agreement (Solomon Technologies Inc)
Tenant’s Default. 14.1 16.1 Any other provisions in this Lease notwithstanding, it one or more of the following events shall be deemed to be an event of default (“"Event of Default”":
(a) under If Tenant shall fail to make any payment of Fixed Rent or Additional Rent for 10 days after notice of such default; or
(b) If Tenant shall default in the observance or performance of any term, covenant or condition of this Lease if: on Tenant's part to be observed or performed (iother than the covenants for the payment of rent) and Tenant fails shall fail to pay any installment of rent or any other sum payable by Tenant hereunder when due and remedy such failure continues for a period of ten (10) default within 30 days after written the giving of notice from by Landlord to Tenant that of such payment has not been receiveddefault (a "Default Notice"), or (ii) Tenant fails to observe or perform any other material covenant or agreement of Tenant herein contained and such failure continues after written notice given by or on behalf of Landlord to Tenant for more than thirty (30) days, provided, however, that if such non-monetary Event default is of Default by Tenant such a nature that it cannot reasonably be cured remedied within 30 days, Tenant shall not (i) within 30 days after the giving of a Default Notice, advise Landlord of Tenant's intention to institute all steps necessary to remedy such thirty default and (30ii) day period, and provided further that thereafter diligently prosecute the same to completion; or
(c) If Tenant is proceeding with due diligence to effect shall file a cure of said Event of Default, no Event of Default hereunder voluntary petition in bankruptcy or shall be declared by Landlord if Tenant continues to proceed with diligence to cure said Event of Default, but in no event adjudicated a bankrupt or insolvent or shall such cure period extend beyond ninety (90) days following notice from Landlord of such violation, default or breach, or (iii) Tenant 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 file any similar law, or files or has filed against it a petition or answer in bankruptcy seeking any reorganization, arrangement, liquidation, dissolution or for reorganization or for an arrangement pursuant to any state bankruptcy law similar relief under the present or any similar future federal bankruptcy act or any other present or future applicable federal, state lawor other statute or law (foreign or domestic) (collectively, and, in the case of any such involuntary action, such action shall not be dismissed, discharged or denied within sixty (60"Bankruptcy Laws") days after the filing thereof, or Tenant consents or acquiesces in the filing thereof, or (iv) a custodian, receiver, trustee or liquidator of Tenant or of all or substantially all of Tenant’s property or of the Premises shall be appointed in any proceedings brought by or against Tenant and, in the latter case, such entity shall not be discharged within sixty (60) days after such appointment or Tenant consents to or acquiesces in such appointment, or (v) Tenant shall generally not pay Tenant’s debts as such debts become due, or shall make an assignment for the benefit of creditorscreditors or shall seek or consent to or acquiesce in the appointment of any trustee, custodian, receiver or liquidator of Tenant or of all or any part of Tenant's property; or
(d) If any proceeding is commenced seeking a reorganization, arrangement, liquidation, dissolution of Tenant or similar relief under the Bankruptcy Laws, or the appointment of any trustee, custodian, receiver or liquidator of Tenant or all or any part of Tenant's property, without the consent or acquiescence of Tenant, and such proceeding shall admit not have been vacated, discharged or stayed within 90 days after the commencement of a proceeding, or any execution or attachment shall be issued against Tenant or any of Tenant's property pursuant to which the Premises shall be taken or occupied or attempted to be taken or occupied. In any of the events described in writing (a) through (d) above, Landlord may give to Tenant notice (a "Termination Notice") of Landlord's intention to terminate this Lease and the Term at the expiration of 3 days from the date of the giving of the Termination Notice, and this Lease and the Term shall terminate upon the expiration of such 3-day period with the same effect as if that day were the Expiration Date, but Tenant shall remain liable as set forth in this Article 16.
16.2 If Tenant shall default in the payment when due of any rent and such default shall continue for a period of 10 days after the giving of a Default Notice, Landlord may, at Landlord's sole option, in addition to any of its inability other rights, elect to commence a summary proceeding for failure to pay rent or a plenary action for the recovery of unpaid rent.
16.3 If this Lease shall terminate as provided in this Article 16, then:
(a) Landlord may, after the date of termination, re-enter the Premises, without additional notice, either by summary proceedings or by any other applicable action or proceeding (without being liable to indictment, prosecution or damages), and may repossess the Premises and dispossess Tenant and any other persons from the Premises and remove any and all of its debts generally or their property and effects from the Premises, without liability for damage, and in no event shall re-entry be deemed an acceptance of surrender of this Lease; and
(b) Landlord may relet the Premises from time to time, either in the name of Landlord or otherwise, to such tenant or tenants, for such term or terms ending before, on or after the Expiration Date, at such rental or rentals and on such other conditions, which may include concessions and free rent periods, as they become dueLandlord, in its sole discretion, may determine. The notice Landlord shall have no obligation to relet the Premises and grace shall not be liable for refusal or failure to relet the Premises, or, in the event of any such reletting, for refusal or failure to collect any rent due upon any such reletting, and no such refusal or failure shall operate to relieve Tenant of any liability under this Lease or otherwise to affect any such liability. Landlord may make any repairs, replacements, alterations, additions, improvements, decorations and other physical changes in the Premises as Landlord considers advisable or necessary in connection with any reletting, without relieving Tenant of any liability under this Lease or otherwise affecting any such liability.
16.4 If this Lease shall terminate as provided in this Article 16, then:
(a) Tenant shall pay to Landlord all Fixed Rent and Additional Rent to the date of termination;
(b) Landlord shall be entitled to retain all monies, if any, paid by Tenant to Landlord, whether as Fixed Rent, Additional Rent or otherwise, but such monies shall be credited by Landlord against any Fixed Rent or Additional Rent due at the time of such termination or against any damages payable by Tenant;
(c) Tenant shall be liable for and shall pay to Landlord, as damages, any deficiency between the Fixed Rent and Additional Rent payable for the period provisions which otherwise would have constituted the unexpired portion of the Term (conclusively presuming the Additional Rent to be the same as was payable for the year immediately preceding such termination or re-entry) and the net amount, if any, of rents ("Net Rent") collected under any reletting for any part of such period or under any subleases with subtenants which attorn to Landlord, after first deducting from the rents collected all of Landlord's reasonable out-of-pocket expenses in clauses connection with the termination of this Lease or Landlord's re-entry upon the Premises and in connection with such reletting, including repossession costs, advertising costs, brokerage commissions, attorneys' fees, architects' fees, alteration costs and other expenses of preparing the Premises for such reletting;
(d) Any deficiency under Section 16.4(c) shall be paid in monthly installments by Tenant on the days specified in this Lease for the payment of installments of Fixed Rent. Landlord shall be entitled to recover from Tenant each monthly deficiency as the same shall arise, and no suit to collect the amount of the deficiency for any month shall prejudice Landlord's right to collect the deficiency for any prior or subsequent month by a similar proceeding. Alternatively, suits for the recovery of such deficiencies may be brought by Landlord from time to time at its election;
(e) Whether or not Landlord shall have collected any monthly deficiencies, Landlord shall be entitled to recover from Tenant, and Tenant shall pay Landlord on demand, as and for liquidated and agreed final damages and not as a penalty, a sum equal to the amount by which the Fixed Rent and Additional Rent payable for the period to the Expiration Date from the latest of the date of termination of this Lease, the date of re-entry or the date through which monthly deficiencies shall have been paid in full (conclusively presuming the Additional Rent to be the same as payable for the year immediately preceding such termination or re-entry) exceeds the then fair and reasonable rental value of the Premises for the same period, both discounted at the Default Rate to present worth. If, before presentation of proof of such liquidated damages to any court or tribunal, the Premises or any part thereof, shall have been relet by Landlord in an arms' length transaction for the period which otherwise would have constituted the unexpired portion of the Term, or any part thereof, the amount of rent upon such reletting shall be deemed, prima facie, to be the fair and reasonable rental value for the part or the whole of the Premises (as the case may be) so relet during the term of the reletting;
(f) In no event shall Tenant be entitled to receive any excess of Net Rent under Section 16.4(c) over the sums payable by Tenant to Landlord under this Article 16;
(g) All of the right, title, estate and interest of Tenant in and to (i) and the Premises, (ii) above shall have no application to all Fixtures, machinery and supplies on the Events of Default referred to in clauses Premises, (iii) through all rents, issues and profits of the Premises whether then accrued or to accrue, and (viv) aboveall insurance policies and all insurance proceeds paid or payable shall automatically terminate and the right, title, estate and interest of Tenant, its successors in interest and assigns in and to all such property shall belong to Landlord, without further action on the part of either party and without cost or charge to Landlord; and
(h) Landlord shall be entitled to possession of the Premises free from any estate or interest of Tenant.
14.2 If 16.5 Tenant, on its own behalf and on behalf of all persons claiming through or under Tenant, including all creditors, waives any and all rights and privileges under law which Tenant and all such persons may then have to (a) the service of any notice (other than any notice provided for in this Lease including, without limitation, in this Article 16) of intention to re-enter or to institute legal proceedings to that end, (b) redeem the Premises, (c) re-enter or repossess the Premises, or (d) restore the operation of this Lease, after Tenant shall fail have been dispossessed by a judgment or by warrant of any court or judge, or after any re-entry by Landlord, or after any expiration or termination of this Lease and the Term, whether such dispossess, re-entry, expiration or termination shall be by operation of law or pursuant to the provisions of this Lease. The words "re-enter," "re-entry" and "re-entered" as used in this Lease shall not be deemed to be restricted to their technical legal meanings.
16.6 If, after the occurrence of an Event of Default for Tenant's failure to make any payment of rent when due Fixed Rent or if Additional Rent, Landlord shall obtain a judgment from a court of competent jurisdiction for the defaulted amount, Tenant shall fail pay to keep and perform any express written covenant of this Lease and shall continue in default for a period of ten (10) Landlord, within 5 days after Tenant has received written notice thereof, such defaulted amount, together with any amount due pursuant to Section 16.7, with interest thereon from the date of such default to the date paid at the Default Rate. Tenant shall pay such defaulted amount, together with any amounts owing to Landlord pursuant to Section 16.4 and demand of performance from Landlordsuch interest, to Landlord may commence judicial proceedings, provided, however, if any default shall occur (other than in the payment of rent) which cannot be cured within a period of thirty (30) days and Tenant, prior to paying any outstanding principal, interest or other charges owed to any leasehold mortgagee and the expiration lien of thirty (30) days from and after such judgment shall be superior to the giving lien of notice as aforesaid, commences to eliminate such default and proceeds diligently to take steps to cure the same, Landlord shall not have the right to declare the term ended by reason thereof for an additional period of sixty (60) daysany leasehold mortgage.
14.3 In 16.7 If suit shall be brought for the event recovery of Fixed Rent or Additional Rent or any other amount due under the provisions of this Lease, or because of any such Event of Default, Landlord at any time thereafter may at its option exercise any remedies available Tenant shall pay to Landlord at law all expenses reasonably incurred for the suit, including attorneys, fees and disbursements.
16.8 Landlord and Tenant waive trial by jury in any action, proceeding or counterclaim brought by either of the parties against the other in any matter arising out of or in equityany way connected with this Lease, includingthe relationship of Landlord and Tenant, without limitation, one Tenant's use or more occupancy of the following remedies:Premises, any claim of injury or damage, and any emergency statutory or any other statutory remedy. Tenant shall not interpose any counterclaim in a summary proceeding or in any action based on nonpayment by Tenant of Fixed Rent or Additional Rent, unless failure to interpose the counterclaim would preclude Tenant asserting the claim which is the subject of the counterclaim in a separate action.
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