LANDLORD WILL SEND A COPY OF THAT NOTICE TO TENANT.
WITHIN
THIRTY (30) DAYS AFTER RECEIPT BY LANDLORD OF A NOTICE FROM TENANT EXTENDING
THIS LEASE IN ACCORDANCE WITH AND SUBJECT TO THE PROVISIONS AND CONDITIONS IN
SECTIONS 32.01(N), (O) AND (P), LANDLORD WILL SEND ITS OWN EXTENSION NOTICE TO
THE OVERLANDLORD (WHEN EXTENSION IS NECESSARY) EXTENDING THE OVERLEASE.
IF
TENANT DOES NOT RECEIVE FROM LANDLORD THE COPY OF LANDLORD'S EXTENSION NOTICE TO
THE OVERLANDLORD BY THE THIRTIETH (30TH) DAY AFTER THE DATE TENANT HAD SENT ITS
OWN VALID NOTICE TO LANDLORD AND ALSO HAS NOT RECEIVED A NOTICE FROM LANDLORD
DISPUTING LANDLORD'S DUTY TO EXERCISE AN OPTION TO EXTEND THE OVERLEASE, THEN,
IN SUCH CASE, TENANT ITSELF MAY EXERCISE THE EXTENSION OPTION UNDER THE
OVERLEASE, ON LANDLORD'S BEHALF AND ACTING IN PLACE AND STEAD OF LANDLORD, BY
NOTICE TO THE OVERLANDLORD.
66
(R)
IF ANY OVERLEASE DOES NOT CONTAIN SUFFICIENT EXTENSION OPTIONS
FOR LANDLORD (AS TENANT THEREUNDER) TO BE ABLE TO KEEP GRANTING TENANT
EXTENSIONS THEREOF AS TO ANY LEASEHOLD PROPERTY TO MATCH THE TERM OF THIS LEASE
OR TENANT'S EXERCISE OF AN EXTENSION OPTION IN ACCORDANCE WITH THIS LEASE, AND
THE LEASEHOLD ESTATE OF THAT LEASEHOLD PROPERTY SHALL THEREFORE EXPIRE BEFORE
THE THEN CURRENT TERM OF THIS LEASE WILL HAVE EXPIRED, THEN IN EACH SUCH CASE
(I) THAT PARTICULAR LEASEHOLD PROPERTY SHALL NO LONGER BE PART OF THE PREMISES
UNDER THIS LEASE, (II) WITHOUT LIABILITY TO LANDLORD, THIS LEASE SHALL TERMINATE
AS TO THE LEASEHOLD LOCATION, (III) LANDLORD AND TENANT SHALL MODIFY THIS LEASE
TO REMOVE SUCH LEASEHOLD PROPERTY THAT IS SUBJECT TO THE EXPIRED OVERLEASE
EFFECTIVE AS OF THE DATE OF EXPIRATION OF THE SUBJECT OVERLEASE, WITHOUT
REDUCTION IN BASE RENT, (IV) FOLLOWING SUCH REMOVAL, THIS LEASE SHALL CONTINUE
IN FULL FORCE AND EFFECT AS TO THE REMAINING PROPERTY LOCATIONS, (V) TENANT
SHALL SURRENDER TO LANDLORD THAT PORTION OF THE PREMISES UPON WHICH THE
LEASEHOLD PROPERTY IS LOCATED, AND (VI) TENANT SHALL HAVE NO FURTHER
RESPONSIBILITY TO LANDLORD WITH RESPECT TO SUCH REMOVED LEASEHOLD PROPERTY,
EXCEPT FOR SUCH INDEMNITY OR OTHER PROVISIONS OF THIS LEASE WHICH MAY RELATE TO
SUCH REMOVED LEASEHOLD PROPERTY.
(S)
LANDLORD HEREBY AGREES TO INDEMNIFY, SAVE, PROTECT, DEFEND AND
HOLD TENANT HARMLESS FROM AND AGAINST ANY AND ALL ACTUAL DAMAGES AND
OUT-OF-POCKET COSTS AND EXPENSES (INCLUDING EXPERTS' AND ATTORNEYS' FEES)
IMPOSED UPON OR INCURRED BY TENANT AS A RESULT OF ANY DEFAULT UNDER AN OVERLEASE
ON BEHALF OF THE TENANT THEREUNDER THAT IS DIRECTLY THE RESULT OF THE ACTIONS OF
LANDLORD OR OMISSIONS OF LANDLORD INCLUDING, BUT NOT LIMITED TO, (I) A TRANSFER
OR ASSIGNMENT IN BREACH OF AN OVERLEASE, OR (II) THE FAILURE OF LANDLORD TO PAY
RENTS AND/OR OTHER AMOUNTS DUE UNDER AN OVERLEASE WHERE AN OVERLEASE RESERVE HAS
BEEN ESTABLISHED FOR SUCH AMOUNTS; PROVIDED, HOWEVER, LANDLORD HEREBY AGREES TO
INDEMNIFY, SAVE, PROTECT, DEFEND AND HOLD TENANT HARMLESS FROM AND AGAINST ANY
AND ALL LOSSES RESULTING FROM THE OCCURRENCE OF AN EVENT DESCRIBED IN CLAUSES
(I) AND/OR (II) ABOVE.
(T)