Common use of The Master Lease Clause in Contracts

The Master Lease. If Lessor shall be in default under the Master Lease in any of its obligations to Sublessor or in any of its obligations to Sublessee, if any, Sublessee shall, by written notice to Sublessor, specify any such default by Lessor, and Sublessor shall, after receiving such notice, either (i) take action for the enforcement of Sublessor's rights against Lessor with respect to such default as described in this Paragraph 2.1 above, or (ii) cure any such default to the extent permitted pursuant to the provisions of the Master Lease. Sublessee shall be entitled to participate with Sublessor in the enforcement of Sublessor's rights against Lessor (and in any recovery or relief obtained to the extent the parties' respective rights or interests are affected or costs are incurred). One-half (1/2) of all expenses incurred by Sublessor in connection with its efforts to cause Lessor to perform said obligations shall be paid to Sublessor by Sublessee upon demand, as Charges (defined in Paragraph 5.4 below). If Sublessee wishes to pursue Lessor's failure to perform its obligations under the Master Lease in addition to Sublessor's reasonable pursuit of the same, then, provided such action would not constitute a default under the Master Lease, Sublessee shall have the right to take enforcement or self-help action against Lessor in its own name or in the name of Sublessor and at its sole cost and expense and, for that purpose and only to such extent, all of the rights of Sublessor to enforce or perform the obligations of Lessor under the Master Lease are hereby conferred upon and for this purpose assigned to Sublessee and Sublessee hereby is subrogated to such rights (including the benefit of any recovery or relief). Sublessee shall indemnify and hold Sublessor harmless from and against all loss, cost, liability, claims, damages and expenses (including without limitation reasonable attorneys' fees), penalties and fines incurred in connection with or arising from the taking of any such action by Sublessee.

The Master Lease. If Lessor shall (a) This Sublease is subject and subordinate to all the terms and conditions of the Master Lease, and all rights of Landlord thereunder. Subtenant acknowledges that it has received a copy of the Master Lease (with material economic terms deleted therefrom), and is familiar with the terms and conditions thereof. Except with respect to payment of rent under the Master Lease or as otherwise expressly provided in this Sublease, Subtenant hereby agrees to comply in all respects with Sublandlord's obligations under the Master Lease insofar as the same are applicable to the Subleased Premises. Subtenant will not cause or allow to be in caused any default under the Master Lease. Subtenant will indemnify Sublandlord against any loss, liability, and expenses (including reasonable attorneys' fees and costs) arising out of any default under the Master Lease in caused solely by Subtenant. In the event the Master Lease terminates for any reason prior to the expiration or termination of its obligations to Sublessor or in any of its obligations to Sublessee, if any, Sublessee shall, by written notice to Sublessor, specify any such this Sublease for reasons other than a default by LessorSublandlord, and Sublessor shallunder either the Master Lease or this Sublease, after receiving Subtenant shall not have any claim whatsoever against Sublandlord arising or resulting from such notice, either (i) take action for the enforcement of Sublessor's rights against Lessor with respect to such default as described in this Paragraph 2.1 above, or (ii) cure any such default to the extent permitted pursuant to the provisions termination of the Master Lease. Sublessee shall be entitled In any event, however, Sublandlord agrees not to participate with Sublessor exercise its early termination right set forth in the enforcement Section 2.4.1 of Sublessor's rights against Lessor (and in any recovery or relief obtained to the extent the parties' respective rights or interests are affected or costs are incurred). One-half (1/2) of all expenses incurred by Sublessor in connection with its efforts to cause Lessor to perform said obligations shall be paid to Sublessor by Sublessee upon demand, as Charges (defined in Paragraph 5.4 below). If Sublessee wishes to pursue Lessor's failure to perform its obligations under the Master Lease in addition to Sublessor's reasonable pursuit of the same, then, provided such action would not constitute a default under the Master Lease, Sublessee shall have without the right to take enforcement or self-help action against Lessor in its own name or in prior written approval of Subtenant. Sublandlord further agrees that, during the name Term of Sublessor and at its sole cost and expense andthis Sublease, for that purpose and only to such extent, all Sublandlord will not enter into any amendment of the rights of Sublessor to enforce or perform the obligations of Lessor under the Master Lease are hereby conferred upon or take any action which would materially impair or increase Subtenant's rights and for obligations under this purpose assigned to Sublessee Sublease (and Sublessee hereby is subrogated to such rights (including the benefit of any recovery or relief). Sublessee shall indemnify and hold Sublessor harmless from and against all loss, cost, liability, claims, damages and expenses (including without limitation reasonable attorneys' fees), penalties and fines incurred in connection with or arising from the taking of except insofar as any such action further obligations are required by Sublesseelaw).

The Master Lease. If Lessor (a) Sublessee acknowledges that it has reviewed and is familiar with all of the terms, covenants, and conditions of the Master Lease, and other related documentation, a copy of each of which is attached hereto as Exhibit A and made a part hereof. The Sublessee shall be in default perform, observe, and comply with all of the terms, covenants, and conditions of the Master Lease to the full extent that the Tenant must perform, observe, and comply with under the Master Lease in any except as otherwise expressly provided herein Sublessee hereby makes all waivers and grants all rights for the benefit of its obligations to Sublessor or in any of its obligations to Sublessee, if any, Sublessee shall, by written notice to Sublessor, specify any as are made or granted by Sublessor as Tenant under the Master Lease provided such default waivers or grant of rights do not contradict the rights secured by Lessor, and Sublessor shall, after receiving such notice, either (i) take action for the enforcement of Sublessor's rights against Lessor with respect to such default as described Sublessee under this sublease. The parties hereby confirm that it is not practical in this Paragraph 2.1 above, or (ii) cure any such default Sublease agreement to enumerate all of the extent permitted pursuant rights and obligations of the various parties under the Master Lease and specifically to allocate those rights and obligations in this Sublease agreement. It is the intent of the Parties to afford to Subtenant the benefits and obligations of this Sublease and of those provisions of the Master LeaseLease which by their nature are intended to benefit and obligate the party in possession of the Premises. Sublessee shall be entitled to participate with Sublessor in It is understood however that the enforcement following provisions of Sublessor's rights against Lessor (and in any recovery or relief obtained to the extent the parties' respective rights or interests are affected or costs are incurred). One-half (1/2) of all expenses incurred by Sublessor in connection with its efforts to cause Lessor to perform said obligations shall be paid to Sublessor by Sublessee upon demand, as Charges (defined in Paragraph 5.4 below). If Sublessee wishes to pursue Lessor's failure to perform its obligations under the Master Lease lease and any other rights secured or outlined elsewhere in addition to Sublessor's reasonable pursuit of the same, then, provided such action would this document are not constitute a default under the Master Lease, Sublessee subordinate and therefore not controlling: (1) Sublessor shall not have the right to take enforcement or self-help action against Lessor in its own name or in the name of Sublessor and at its sole cost and expense andexercise Article III, for that purpose and only to such extent, all Paragraph 3.5 of the rights Master Lease unless Sublessee has breached the Sublease or Master Lease; (2) Article III, Paragraph 3.3 of Sublessor the Master Lease Agreement is not applicable to enforce or perform the obligations Sublease and (3) Article V, Increases in Real Estate Taxes and Operating Costs, of Lessor under the Master Lease are hereby conferred upon and for this purpose assigned to Sublessee and Sublessee hereby is subrogated to such rights (including the benefit of any recovery or relief). Sublessee shall indemnify and hold Sublessor harmless from and against all loss, cost, liability, claims, damages and expenses (including without limitation reasonable attorneys' fees), penalties and fines incurred in connection with or arising from the taking of any such action by Sublesseealso not applicable.

The Master Lease. If Lessor shall be in default under (a) It is hereby agreed that Sublandlord leases the Master Lease in any Subleased Premises to Subtenant upon each and all of its the terms, conditions, covenants and obligations to Sublessor or in any of its obligations to Sublessee, if any, Sublessee shall, by written notice to Sublessor, specify any such default by Lessor, and Sublessor shall, after receiving such notice, either (i) take action for the enforcement of Sublessor's rights against Lessor with respect to such default as described in this Paragraph 2.1 above, or (ii) cure any such default to the extent permitted pursuant to the provisions of the Master Lease. Sublessee shall , and Subtenant hereby unconditionally and irrevocably accepts this Sublease and the Subleased Premises subject to and upon, and hereby irrevocably and unconditionally assumes and agrees to be entitled to participate with Sublessor in bound by and perform, each and all of the enforcement terms, conditions, covenants and obligations of Sublessor's rights against Lessor (and in any recovery or relief obtained to the extent the parties' respective rights or interests are affected or costs are incurred). One-half (1/2) of all expenses incurred by Sublessor in connection with its efforts to cause Lessor to perform said obligations shall be paid to Sublessor by Sublessee upon demand, as Charges (defined in Paragraph 5.4 below). If Sublessee wishes to pursue Lessor's failure to perform its obligations under the Master Lease in addition binding on the "Tenant" thereunder with respect to Sublessor's reasonable pursuit of the sameSubleased Premises, thenand such terms, provided such action would not constitute a default under the Master Leaseconditions, Sublessee shall have the right to take enforcement or self-help action against Lessor in its own name or in the name of Sublessor covenants and at its sole cost and expense and, for that purpose and only to such extent, all of the rights of Sublessor to enforce or perform the obligations of Lessor under the Master Lease are hereby conferred upon incorporated by reference herein as if Sublandlord were the "Landlord" thereunder and Subtenant were the "Tenant" thereunder and the "Premises" therein were the Subleased Premises, except as otherwise .expressly provided herein and except to the extent that the terms of the Master Lease are inconsistent with the express terms of this Sublease. Subtenant shall be liable for this purpose assigned any and all damages resulting from or in respect of Subtenant's failure to Sublessee perform any of the terms, conditions, covenants and Sublessee hereby is subrogated obligations set forth in the Master Lease to such rights (including the benefit extent of Subtenant's pro-rata share of any recovery such damages, such pro rata share to be calculated by multiplying any such damages by the ratio of rentable square feet contained in the Subleased Premises to the rentable square feet contained in the Sublandlord Premises. Subtenant expressly agrees and acknowledges that Sublandlord shall not be obligated to perform, and shall not be liable for the performance by Master Landlord of any of the covenants and obligations of Master Landlord under the Master Lease or relief)as incorporated into this Sublease and that Subtenant shall have no claim against Sublandlord by reason of any default by Master Landlord in performing such covenants and obligations. Sublessee Subtenant shall indemnify indemnify, defend and hold Sublessor Sublandlord harmless from and against all any liability, loss, cost, liabilityclaim, claimsdamage, damages and expenses (including expense or cause of action, including, without limitation reasonable limitation, attorneys' fees)fees and court costs, penalties and fines incurred which arise from, in respect of, in connection with or arising from are related in any manner or to any extent to any failure by Subtenant to perform each and all of the taking of any such action by Sublesseeterms, conditions, covenants or obligations in the Master Lease which are binding on the "Tenant" thereunder with respect to the Subleased Premises.

The Master Lease. If Lessor (a) Subtenant covenants and agrees that all obligations of "Tenant" under the terms of the Master Lease (as herein incorporated) shall be in default done or performed by Subtenant with respect to the Premises, except as otherwise provided by this Sublease, and Subtenant's obligations shall run to Sublandlord or Master Landlord as Sublandlord may reasonably determine to be appropriate or required by the respective interests of Sublandlord and Master Landlord. In any case where Subtenant has rights under the Master Lease which would ordinarily run to "Tenant" under the Master Lease and which require the consent of Master Landlord, Subtenant agrees to direct any request regarding that right to Sublandlord, who will then communicate directly to Master Landlord regarding the request. Sublandlord agrees to forward any such request to Master Landlord immediately upon Sublandlord's receipt thereof, but in any case within three (3) Business Days of its obligations to Sublessor or in any Sublandlord's receipt of its obligations to Sublessee, if any, Sublessee shall, by written notice to Sublessor, specify any such default request. Sublandlord agrees to promptly communicate any response from Master Landlord to Subtenant in writing no more than three (3) Business Days after receipt; provided, however, that in no event shall the foregoing be deemed to extend the time period within which Sublandlord is required to respond to Subtenant's request hereunder. Subtenant agrees to indemnify Sublandlord and hold it harmless from and against any and all claims, damages, losses, expenses and liabilities (including reasonable attorneys' fees) incurred by Lessor, and Sublessor shall, after receiving such notice, either (i) take action for the enforcement of Sublessor's rights against Lessor with respect to such default Sublandlord as described in this Paragraph 2.1 above, or (ii) cure any such default to the extent permitted pursuant to the provisions a result of the Master Lease. Sublessee shall be entitled to participate with Sublessor in the enforcement non-performance or non-observance of Sublessorany Sublandlord's rights against Lessor (and in any recovery or relief obtained to the extent the parties' respective rights or interests are affected or costs are incurred). One-half (1/2) of all expenses incurred by Sublessor in connection with its efforts to cause Lessor to perform said obligations shall be paid to Sublessor by Sublessee upon demand, as Charges (defined in Paragraph 5.4 below). If Sublessee wishes to pursue Lessor's failure to perform its obligations under the Master Lease in addition which are the result of a default by Subtenant under this Sublease. Sublandlord agrees to Sublessor's indemnify Subtenant and hold it harmless from and against any and all claims, damages, losses, expenses and liabilities (including reasonable pursuit attorneys' fees) incurred by Subtenant as a result of the same, then, provided such action would not constitute a default non-observance by Sublandlord of any of Sublandlord's obligations as "Tenant" under the Master Lease. Neither Subtenant nor Sublandlord shall do, Sublessee shall have nor permit to be done, any act or thing which is, or with notice or the right to take enforcement or self-help action against Lessor in its own name or in the name passage of Sublessor and at its sole cost and expense andtime would be, for that purpose and only to such extenta default under this Sublease, all of the rights of Sublessor to enforce or perform the obligations of Lessor under and/or the Master Lease are hereby conferred upon and for this purpose assigned to Sublessee and Sublessee hereby is subrogated to such rights (including the benefit of any recovery or relief). Sublessee shall indemnify and hold Sublessor harmless from and against all loss, cost, liability, claims, damages and expenses (including without limitation reasonable attorneys' fees), penalties and fines incurred in connection with or arising from the taking of any such action by SublesseeLease.