EXHIBIT 10.16
XXXXXXX SUBLEASE
This Sublease (this "Sublease") is made this 23rd day of February 1998,
by and between Benchmark Electronics, Inc., a Texas corporation ("Sublessor"),
and Xxxxxxx, a Lockheed Xxxxxx Company and a division of Lockheed Xxxxxx
Corporation, a Maryland corporation ("Sublessee").
W I T N E S S E T H:
- - - - - - - - - -
WHEREAS, Sublessor is the lessee under a prime lease (the "Prime Lease")
for an office building located within the Xxxx Technical Park in Hillsborough
County, New Hampshire, commonly known as Building #2, 00 Xxxxx Xxxx, Xxxxxx, Xxx
Xxxxxxxxx 00000 (the "Building");
WHEREAS, Sublessee currently occupies approximately 52,000 square feet on
the second floor of the Building and makes use of the Common Areas (as
hereinafter defined) of the Building, together the 52,000 square feet and the
Common Areas shall be referred to as the "Premises"); and
WHEREAS, Sublessee desires to lease from Sublessor the Premises on the
terms and conditions set forth in this Sublease;
NOW, THEREFORE, in consideration of the mutual covenants and agreements of
the parties contained herein, the parties agree as follows:
ARTICLE I
TERM
Section 1.01 TERM. The term (the "Prime Term") of this Sublease (the
"Term") shall commence on the date hereof (the "Commencement Date") and shall
continue for a period of two years thereafter.
Section 1.02 ADDITIONAL TERMS.
(a) In the event that Sublessee shall desire to extend this Sublease at
the end of the Prime Term, Sublessee shall provide Sublessor with written notice
of such desire and of the desired term of any such extension, which term shall
be a period of up to four years following expiration of the Prime Term (the
"Additional Term"), at least 90 days before the expiration of the Prime Term.
The Rent (as defined herein) for the Additional Term shall be the same, on a per
square foot basis, as the Rent paid by Sublessor
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during the Additional Term of the Prime Lease. All other terms and conditions of
this Sublease shall remain in full force and effect during the Additional Term
of this Sublease.
(b) Notwithstanding anything contained herein to the contrary, Sublessee
acknowledges and agrees that Sublessor's right to Sublease the Premises for the
Prime Term and Additional Term is subject to its right to sublease under the
Prime Lease, and the continuation of the Prime Lease beyond the Prime Term of
the Prime Lease. If the Prime Lease expires or terminates prior to the
expiration or termination of this Sublease, Sublessee acknowledges that all of
its rights hereunder shall terminate simultaneously therewith and, upon such
event Sublessor shall have no further obligation to sublease the Premises to
Sublessor hereunder.
Section 1.03 SUBLESSOR'S OPTION TO TERMINATE. At any time during the Prime
Term or the Additional Term of this Sublease, Sublessor may, upon at least 12
months prior written notice to Sublessee, terminate Sublessee's interest in this
Sublease and Sublessee shall vacate the Premises pursuant to such written
notice.
ARTICLE II
THE PREMISES
Section 2.01 USE OF PREMISES. Sublessee may use and occupy the Premises
during the term of this Sublease for offices, a research and development lab,
engineering or manufacturing and for no other purposes except with the prior
written consent of Sublessor, provided that any such use of the Premises shall
at all time comply with all applicable laws and regulations, including zoning
and land use laws and regulations.
Section 2.02 USE OF COMMON AREAS. Sublessee shall also have the use of the
following common areas of the Building (the "Common Areas"):
(i) the cafeteria;
(ii) the hallways, lobby areas, elevators, and other
areas of ingress and egress from the Building;
(iii) the bathrooms;
(iv) the conference center;
(v) the shipping and receiving dock;
(vi) the nurse facilities;
(vii) the shower facilities;
(viii) photocopying and reproduction services; and
(ix) the parking facilities, including five specially
designated executive parking spaces, for executive personnel
of Sublessee (two of which being in the parking lot in front
of the Building and three of which being in the parking lot
located at the southerly side of the Building)
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Section 2.03 SERVICES PROCURED BY SUBLESSEE. Sublessee shall procure
electric power, water, sewer, fire protection (consisting only of sprinklers,
fire extinguishers and smoke detectors), outside maintenance services (including
plowing for the roads and parking lots of the Building) for the Premises
directly from the Landlord (as defined in the Prime Lease).
Section 2.04 SERVICES PROVIDED BY SUBLESSOR. Sublessor shall provide plant
engineering services (including, but not limited to, heating and air
conditioning maintenance and repair, ordinary interior repair, maintenance and
security for the Premises), janitorial services, trash removal and interior
window washing for the Premises. Sublessee shall reimburse Sublessor for
expenses incurred in providing these services pursuant to the terms of Section
3.02.
Section 2.05 COMPLIANCE WITH LAWS. Sublessee shall comply with all
applicable federal, state and local laws, ordinances and regulations with
respect to its use and occupancy of the Premises. Sublessee shall not permit the
conduct of any business trade or occupation on the Premises, or anything to be
done thereon which may void or make voidable any policy of insurance held by
Sublessor thereon, or which will be unlawful, improper, noisy or offensive or
contrary to any federal, state or local laws or regulations.
ARTICLE III
RENT
Section 3.01 MONTHLY RENT. Sublessee shall pay Sublessor $8,320 per month
as rent for the Premises during the Prime Term of this Sublease (the "Rent").
The first payment of the Rent shall be due and payable on the Commencement Date.
Each subsequent payment of the Rent shall be due and payable on the same
calendar day of each month for the term of the Sublease. In the event any such
Rent shall not have been paid by the close of business on the fifth calendar day
following the due date for such Rent, Sublessee shall pay to Sublessor a late
fee equal to 5% of the overdue amount.
Section 3.02 ADDITIONAL RENT. Sublessee shall pay as additional rent the
costs associated with the services provided by Sublessor pursuant to Section
2.04 for the Premises (the "Additional Rent"). The Additional Rent shall be pro
rated based on Sublessee's percentage occupancy of the Premises. Sublessee
acknowledges that for the purposes of this Sublease, Sublessee shall be deemed
to occupy 26% of the Premises.
ARTICLE IV
SIGNS
Section 4.01 SIGNS. Sublessee shall have the right, at its expense, to
maintain within or on the exterior of the Building such signs, directories or
marquees as shall serve to identify Sublessee
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and to direct guests to Sublessee's place of business. Such signs, directories,
or marquees shall besubject to Sublessor's approval, which shall not be
unreasonably withheld. Sublessor agrees to prominently identify Sublessee by a
sign located at the entrance to the Building as soon as reasonably practical
after the Commencement Date, such sign to be of a design mutually approved by
Sublessor and Sublessee and subject to compliance with local zoning ordinances.
ARTICLE V
TRANSFER AND SUBLETTING
Section 5.01 TRANSFER AND SUBLETTING. Sublessee shall not sublet, assign,
transfer, vacate or in any manner dispose of the Premises or any part thereof
for all or any part of the term of this Sublease without the prior written
consent of Sublessor.
ARTICLE VI
SURRENDER OF PREMISES
Section 6.01 SURRENDER OF PREMISES. On the Termination Date, Sublessee
shall peaceably surrender the Premises in its current condition, reasonable wear
and tear excepted. Neither Sublessor nor Sublessee shall be required to remove
asbestos containing building materials present upon the Premises as of the
Commencement Date. Any personal property left upon the Premises on the
Termination Date shall be deemed abandoned by Sublessee.
ARTICLE VII
IMPROVEMENTS TO PREMISES
Section 7.01 ALTERATIONS AND ADDITIONS. Sublessee shall not make any
alterations, additions, or improvements over $25,000 to the Premises without the
prior written consent of Sublessor. In no event shall any structural change or
any change or modification to the structure of the Premises' heating,
electrical, or plumbing services be undertaken by Sublessee or an employee or
agent of Sublessee without Sublessor's prior written consent. Any approved
alterations, additions, or improvements, shall be done in accordance with the
applicable county, city and State laws and ordinances and building and zoning
rules and regulations. Sublessee hereby expressly assumes full responsibility
for all damages and for injuries which may result to any person or property by
reason of or resulting from said alterations, additions, or improvements, and
shall hold Sublessor harmless with respect thereto, except with respect to those
injuries and damages arising out of Sublessor's fault or negligence. On the
Termination Date, all alterations, additions, and improvements to the Premises
shall become the property of Sublessor.
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Section 7.02 APPROVAL OF SUBLESSOR REQUIRED. No such alterations,
additions or improvements may be commenced in the premises, until Sublessee has
prepared or had prepared plans and specifications for the work and obtained
Sublessor's written. approval therefor.
Section 7.03 PAYMENT BY SUBLESSEE. Sublessee shall pay, when due, any and
all sums of money that may be due for any labor services, materials, supplies or
equipment alleged to have been furnished or to be furnished to or for Sublessee
in, on, or about the Premises and which may be secured by any mechanics,
material or other liens against the Premises or of Sublessor's interest therein,
and Sublessee shall cause each such lien to be fully discharged and released at
the time the performance of any obligation secured by any such lien matures or
becomes due. Sublessor does not own the building.
ARTICLE VIII
LIABILITY
Section 8.01 LIABILITY. Sublessor in no event shall be liable for, and
Sublessee shall indemnify and hold harmless Sublessor from, any damage or injury
to Sublessee or any agent or employee of Sublessee, or to any person or persons
coming upon the Premises in connection with the occupancy by Sublessee of the
Premises, or to any goods, chattels or other property of Sublessee, or any other
person or persons which may during the term of this Sublease be located in the
Premises unless Sublessor was responsible for such injury through Sublessor's
own negligence or intentional act. Sublessor shall not be liable for, and
Sublessee shall indemnify and hold harmless Sublessor from, any damage to
Sublessee's personal property located within the Premises whether such damage is
caused or contributed to by water, rain, snow, breakage of pipes, or leakage, in
the event that such damage is due to the fault or negligence of Sublessee, its
agents or employees. Sublessee shall carry insurance to cover damage by fire or
other casualty to Sublessee's personal property.
ARTICLE IX
INSPECTION
Section 9.01 SUBLESSOR'S INSPECTION. Subject to governmental security
regulations and Sublessee's reasonable proprietary requirements, and upon prior
notice, Sublessor and persons designated by Sublessor have the right to enter
the Premises at reasonable hours to examine the same and to do such work as
Sublessor is obligated to do under the terms of this Sublease, or to do such
work as Sublessor shall deem necessary for the safety or preservation of the
Premises; provided however, that the same shall not interfere unreasonably with
the conduct of Sublessee's business.
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Section 9.02 QUIET ENJOYMENT. Subject to the terms of this sublease,
Sublessor covenants that, if Sublessee pays the Rent, performs all of its
obligations provided for hereunder and observes all of the other provisions
hereof, Sublessee shall at all times during the Term peaceably and quietly have,
hold and enjoy the Premises, without any interruption or disturbance from
Sublessor.
ARTICLE X
INDEMNIFICATION
Section 10.01 INDEMNIFICATION. Sublessee shall defend and indemnify
Sublessor and agrees to hold Sublessor harmless from any injury, cost or damage
to Sublessor or Sublessor's agents or employees and from any and all liability
for injury to third persons or damage to the property of third persons,
including expenses, and reasonable counsel fees to the extent occurring by
reason of any negligent or unlawful acts or omissions of Sublessee, Sublessee's
agents or employees occurring in, on, or about the Premises.
Section 10.02. ENVIRONMENTAL INDEMNIFICATION. Sublessee shall defend and
indemnify Sublessor and agrees to hold Sublessor harmless from any and all
Damages (as defined below) arising during or after the term of this Sublease
from or in connection with the use, storage, generation, disposal, discharge,
release or emission of Hazardous Substances (as defined in Section 12.01) in, on
or about the Premises by Sublessee, Sublessee's agents, employees, contractors
or invitees. This indemnification shall expressly include, without limitation,
any and all such Damages due to any Remedial Action (as defined below), and
shall survive indefinitely after the expiration or termination of this Sublease.
For the purposes of this Section 10.02, "Damages" means all demands,
claims, actions or causes of action, assessments, losses, damages, costs,
expenses, liabilities, judgments, awards, fines, sanctions, penalties, charges
and amounts paid in .settlement, including, without limitation, reasonable
costs, fees and expenses of attorneys, experts, accountants, appraisers,
consultants, witnesses, investigators and any other agents or representatives of
such ,person (with such amounts to be determined net of any resulting tax
benefit and net of any refund or reimbursement of any portion of such amounts,
including, without limitation, Reimbursement by way of insurance, third party
indemnification or the inclusion of any portion of such amounts as a cost under
Government Contracts), but specifically excluding (i) any costs incurred by or
allocated to Sublessor with respect to time spent by employees of Sublessor or
any of its affiliates, (ii) any consequential, exemplary or punitive damages and
(iii) the decrease in the value of any asset to the extent that such valuation
is based on a use of such asset other than its use as of the Commencement Date.
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For the purposes of this Section 10.02, "Remedial Action (s)" means the
investigation, clean-up or remediation of contamination or environmental
degradation or damage caused by, related to or arising from the generation, use,
handling, treatment, storage, transportation, disposal, discharge, release, or
emission of Hazardous Substances, including, without limitation, investigations,
response and remedial actions under the Comprehensive Environmental Response,
Compensation and Liability Act of 1980, as amended, corrective action under the
Resource Conservation and Recovery Act of 1976, as amended, and clean-up
requirements under similar state Environmental Laws (as defined in Section
12.01).
ARTICLE XI
MAINTENANCE
Section 11.01 MAINTENANCE OF PREMISES. Sublessee agrees to maintain the
Premises, including the heating and electrical systems in the Premises, in
substantially the same condition as they are on the Commencement Date,
reasonable wear and tear, and damage by fire and other casualty excepted,
acknowledging that the Premises are now in good condition. Sublessee shall not
permit the Premises to be overloaded, damaged, stripped or defaced, nor suffer
any waste.
ARTICLE XII
ENVIRONMENTAL SAFETY
Section 12.01 HAZARDOUS SUBSTANCES. Sublessee shall not cause or permit
any Hazardous Substances (as defined below) to be used, stored, generated or
disposed of in, on or about the Premises by Sublessee, its agents, employees,
contractors or invitees, except for such Hazardous Substances as are normally
utilized in an office or light manufacturing environment. Any such Hazardous
Substances permitted on the Premises as hereinabove provided, and all containers
therefor, shall be used, kept, stored and disposed of in a manner that complies
with all Environmental Laws. Sublessee shall not discharge, release or emit
Hazardous Substances on or about the Premises so as to pollute or contaminate
air, soil (including sediment and subsurface soil), or water (including
groundwater). Any testing, control, or treatment of discharges, releases or
emissions of Hazardous Substances required as a result of Sublessee's use and
occupancy of the Premises shall be solely the responsibility of Sublessee, and
costs incurred by Sublessor in effecting any such tests, controls, or treatment
shall be reimbursed by Sublessee to Sublessor upon demand as additional rent.
Sublessor reserves the right to enter upon the Premises at any time throughout
the term of this Lease to assure compliance with this Section 12.01.
For the purposes of this Section 12.01 and Section 10.02, "Hazardous
Substances" means substances defined as "hazardous substances," "hazardous
materials," "hazardous wastes,"
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pollutants," or "contaminants," and any toxic, radioactive, ignitable,
corrosive, reactive or otherwise hazardous substance, waste, or material,
including, without limitation, asbestos and petroleum, its derivatives,
by-products and other hydrocarbons, in each case as regulated under any
Environmental Law.
For the purposes of this Section 12.01 and Section 10.02, "Environmental
Laws" means any and all. past, present or future federal, state, local and
foreign statutes, laws, regulations, ordinances, judgments, orders, codes,
injunctions, judicial decisions, permits or governmental restrictions or
agreements with any governmental authority, which relate to the environment,
human health and safety, or to pollutants, contaminants, wastes or chemicals or
any toxic, radioactive, ignitable, corrosive, reactive or otherwise hazardous
substances, wastes or materials or which impose liability for or standards of
conduct concerning the manufacture, processing, generation, distribution, use,
treatment, storage, disposal, cleanup, transport or handling of Hazardous
Substances including, the Resource Conservation and Recovery Act of 1976, as
amended, the Comprehensive Environmental Response, Compensation and Liability
Act of 1980, as amended, the Superfund Amendment and Reauthorization Act of
1984, as amended, the Toxic Substances Control Act, as amended, any other
so-called "Superfund" or "Superlien" law, and the Occupational Safety and Health
Act of 1970, as amended.
ARTICLE XIII
BREACH
Section 13.01 BREACH OR DEFAULT BY SUBLESSEE. Any breach by Sublessee of
any conditions of this Sublease, other than payment of the Rent pursuant to
Section 3.01 may be cured by Sublessor for the account of and at the expense of
Sublessee, and any sums so advanced shall be paid to Sublessor on the first day
of the following month. Further, if Sublessee shall fail to pay the Rent within
10 days after being due and having been provided with a written demand therefor,
Sublessor shall have the right to recover the Rent owed (together with any
applicable late fee) and to reenter and take possession of the Premises and.
cancel and annul the remainder of this Sublease. If Sublessee defaults in any
condition or covenant of the Sublease or in performing the same, and-fails to
correct such default within 10 days of receiving the written notice of Sublessor
thereof, Sublessor may, at its option, terminate this Sublease.
ARTICLE XIV
TAXES
Section 14.01 REALTY TAXES. As between Sublessee and Sublessor, all real
property taxes which have been or may be assessed by any lawful authority
against the Building and the
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Premises shall be paid in accordance with the terms of the Prime Lease.
Section 14.02 PERSONAL PROPERTY TAXES. Sublessee shall be liable for the
payment of all taxes levied against any of Sublessee's personal property or
trade fixtures placed in, on, or about the Premises, including, without
limitation, the shelves, counters, vaults, vault doors, wall safes, partitions,
machinery, and electrical or electronic equipment. If Sublessor is required to
pay any of such taxes, Sublessee upon demand shall promptly reimburse Sublessor
therefor.
ARTICLE XV
INSURANCE
Section 15.01 LIABILITY INSURANCE. During the Term, Sublessee shall carry
and keep in full force and effect at all times for the protection of Sublessor
and Sublessee, comprehensive general liability insurance for bodily injury,
death and damage to property of others, including Sublessee's legal liability
for damage to the Premises and blanket contractual liability, with respect to
all business conducted from the Premises and the use and occupancy thereof
including the activities, operations and work conducted or performed by
Sublessee, by any other person on behalf of Sublessee, by those for whom
Sublessee is in law responsible, and by any other person on the Premises, with
minimum limits of coverage of at least $1,000,000 for each occurrence of
property damage and bodily injury with an aggregate of $3,000,000.
Notwithstanding the foregoing, Sublessor shall have the right to require
Sublessee to increase the minimum limits of coverage set forth above, from time
to time, to the standard limits of coverage required for comparable property in
the Hudson, New Hampshire area.
Section 15.02 FIRE AND CASUALTY INSURANCE. Sublessee shall obtain and
maintain in full force and effect throughout the Term insurance policies against
fire, theft, vandalism, malicious mischief, leakage and such additional perils
as now are or hereafter may be included in a standard extended coverage
endorsement from time to time in general use in the Hudson, New Hampshire area,
insuring all of the improvements comprising part of the Premises, as well as
Sublessee's improvements in the Premises, in an amount equal to not less than
the full replacement value thereof.
Section 15.03 POLICY REQUIREMENTS. All insurance policies carried by
Sublessee pursuant to this Article XV, and any other insurance policies carried
by Sublessee with respect to the Premises, shall: (i) be issued in form
acceptable to Sublessor by good and solvent insurance companies licensed to do
business in the State of New Hampshire and reasonably satisfactory to Sublessor;
(ii) name Sublessor and any other parties in interest, from time to time
designated by notice from Sublessor to Sublessee, as an additional insured;
(iii) provide for at least 30 days prior
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written notice to Sublessor of any cancellation or material alteration of such
policy or of any defaults thereunder; (iv) contain an express waiver of any
right of subrogation by the insurance company against Sublessor and Sublessor's
agents; (v) contain an automatic increase in insurance endorsement providing
appropriate inflation protection; and (vi) have such other form and content as
Sublessor may reasonably require.
ARTICLE XVI
BANKRUPTCY, WAIVER OR DEFAULT
Section 16.01 BANKRUPTCY. WAIVER OR DEFAULT. In the event Sublessee files
a voluntary petition in bankruptcy, makes assignment for the benefit of
creditors, or is adjudged a bankrupt, or if a receiver, trustee or custodian is
appointed for Sublessee by any court, or if Sublessee files any petition for
relief under any section of the bankruptcy laws of the United States now in
force or hereafter enacted, or if Sublessee takes advantage of any insolvency
act, or if the interest of Sublessee shall be sold under any execution or other
legal process issued out of any court, or if Sublessee shall abandon or vacate
the Premises during the term of this Sublease, or if Sublessee shall breach any
promise or covenant herein, then in any such event it shall be lawful for
Sublessor at any time thereafter, at its option upon ten 10 days written notice
to Sublessee, to re-enter said premises and again have possession thereof and
occupy the same as if this Sublease had not been made, and thereupon this
Sublease shall cease and become null and void.
ARTICLE XVII
SUBORDINATION
Section 17.01 SUBORDINATION. This Sublease shall be subject and
subordinate to any and all mortgages, deeds of trust and other instruments in
the nature of a mortgage, now or at any time hereafter, a lien or liens on the
property of which the Premises are a part and Sublessee shall, when requested,
promptly execute and deliver such written instruments as shall be necessary to
show the subordination of this Sublease to said mortgages, deeds of trust or
other such instruments in the nature of a mortgage.
ARTICLE XVIII
MISCELLANEOUS
Section 18.01 NOTICES. All notices, requests and other communications to
any party hereunder shall be in writing (including telecopy or similar writing)
and shall be given,
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if to Sublessee:
Lockheed Xxxxxx Corporation
0000 Xxxxxxxxx Xxxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Senior Vice President and
Chief Financial Officer
Facsimile: (000) 000-0000
with a copy to:
Lockheed Xxxxxx Corporation
0000 Xxxxxxxxx Xxxxx
Xxxxxxxx, Xxxxxxxx 00000
Attention: Senior Vice President and
General Counsel
Facsimile: (000) 000-0000
and
Miles & Stockbridge P.C.
00 Xxxxx Xxxxxx
Xxxxxxxxx, Xxxxxxxx 00000
Attention: Xxxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
if to Sublessor:
Benchmark Electronics, Inc.
0000 Xxxxxxxxxx Xxxxx
Xxxxxxxx, Xxxxx 00000
Attention: President and Chief
Executive Officer
Telecopy: (000) 000-0000
with a copy to:
Bracewell & Xxxxxxxxx, L.L.P.
0000 Xxxxx Xxxxx Xxxxxxxx Xxxxx
Xxxxxxx, Xxxxx 00000
Attention: Xxxx X. Xxxxxxxx
Facsimile: (000) 000-0000
or to such addresses or telecopy numbers and with such other copies, as such
party may hereafter specify for the purpose of notice to the other parties. Each
such notice, request or other communication shall be effective (i) if given by
telecopy, when such telecopy is transmitted to the telecopy number specified in
this Section 18.01 and evidence of receipt is received or (ii) if given by any
other means, upon delivery or refusal of delivery at the address specified in
this Section 18.01.
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Section 18.02 EMINENT DOMAIN. If the whole or any part of the Premises
shall be taken by public authority under the power of eminent domain, then the
term of this Sublease shall cease on the part so taken from the day that
possession of that part shall be required for any purpose by said public
authority, and the Rent shall be paid up to that day, and if such portion of the
Premises are so taken as to, in Sublessee's opinion, destroy the usefulness of
the Premises for the purpose for which the Premises were leased, then, from that
day, Sublessee shall have the right either to terminate this Sublease and
declare the same null and void, or to continue in the possession of the
remainder of the same under the terms herein provided, except that the Rent
shall be reduced in proportion to the amount of the Premises taken based on the
value of the portion taken to the value of the remaining part. All damages
awarded for such taking shall belong to and be the property of Sublessor,
including such damages as shall be awarded as compensation for diminution in
value to the leasehold,. provided, however, that Sublessor shall not be entitled
to any portion of the award made to Sublessee for Sublessee's furnishings or
Sublessee's business relocation expenses.
Section 18.03 DESTRUCTION OF PREMISES. If, during the term of this
Sublease, the Premises are totally or partially destroyed from any cause,
rendering the Premises totally or partially inaccessible or unusable, Sublessor
shall restore the destruction if the restoration can be made under the existing
laws and can be completed within 120 working days after the destruction. Such
destruction shall not terminate the Sublease. During the period that the
premises are being restored Sublessee shall neither pay nor owe the Rent to
Sublessor. If the restoration cannot be made within 120 days, then within 10
days after such destruction Sublessee or Sublessor can terminate this Sublease
immediately by giving written notice and, thereafter, neither party shall bear
any further liability under this Sublease.
Section 18.04 ENTIRE AGREEMENT. This Sublease contains all
representations, understandings, agreements and commitments of Sublessor and
Sublessee, and any other written or oral statements of promises of any type
whatsoever shall be null and void and of no effect whatsoever in the
interpretation of this Sublease.
Section 18.05 APPLICABLE LAW; JURISDICTION. This Sublease shall be
construed in accordance with the laws of the State of New Hampshire without
reference to the conflicts of laws principles thereof. The forum for any
disputes arising hereunder shall be a court of competent jurisdiction sitting in
the State of New Hampshire, and by executing this Lease, Landlord and Tenant
consent to such jurisdiction.
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IN WITNESS WHEREOF, the parties have caused this Sublease to be executed
the date first above written.
SUBLESSOR:
BENCHMARK ELECTRONICS, INC.
By:_________________________________(SEAL)
Name:
Title:
SUBLESSEE:
LOCKHEED XXXXXX CORPORATION
By:_________________________________(SEAL)
Name:
Title:
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