SUBLEASE OR
WHICH, IN THE ORDINARY COURSE OF THINGS, RESULTS THEREFROM INCLUDING BUT NOT
LIMITED TO, TO THE EXTENT PERMITTED UNDER APPLICABLE LAW, ATTORNEYS' FEES AND
COSTS; BROKERS' COMMISSIONS; THE COSTS OF REFURBISHMENT, ALTERATIONS, RENOVATION
AND REPAIR OF THE SUBLEASED PREMISES, AND REMOVAL (INCLUDING THE REPAIR OF ANY
DAMAGE CAUSED BY SUCH REMOVAL) AND STORAGE (OR DISPOSAL) OF SUBLESSEE'S PERSONAL
PROPERTY, EQUIPMENT, FIXTURES, ALTERATIONS AND ANY OTHER ITEMS WHICH SUBLESSEE
IS REQUIRED UNDER THIS SUBLEASE TO REMOVE BUT DOES NOT REMOVE.
AS USED IN
SUBSECTION 30.2(A) ABOVE, THE "WORTH AT THE TIME OF AWARD" IS COMPUTED BY
ALLOWING INTEREST AT THE INTEREST RATE BY DISCOUNTING SUCH AMOUNT AT THE
DISCOUNT RATE OF THE FEDERAL RESERVE BANK OF SAN FRANCISCO AT THE TIME OF AWARD
PLUS ONE PERCENT (1%).
(B)
SUBLESSOR HAS THE REMEDY DESCRIBED IN
CALIFORNIA CIVIL CODE SECTION 1951.4 (LESSOR MAY CONTINUE LEASE IN EFFECT AFTER
LESSEE'S BREACH AND ABANDONMENT AND RECOVER RENT AS IT BECOMES DUE, IF LESSEE
HAS RIGHT TO SUBLET OR ASSIGN, SUBJECT ONLY TO REASONABLE LIMITATIONS).
ACCORDINGLY, UPON THE OCCURRENCE OF AN EVENT OF DEFAULT AND ABANDONMENT OF THE
SUBLEASED PREMISES BY SUBLESSEE OR IN THE EVENT THAT SUBLESSOR ELECTS TO
RE-ENTER THE SUBLEASED PREMISES OR TAKES POSSESSION OF THE SUBLEASED PREMISES
PURSUANT TO LEGAL PROCEEDING OR PURSUANT TO ANY NOTICE PROVIDED BY LAW, THEN IF
SUBLESSOR DOES NOT ELECT TO TERMINATE THIS SUBLEASE, SUBLESSOR MAY FROM TIME TO
TIME, WITHOUT TERMINATING THIS SUBLEASE, EITHER RECOVER ALL RENT AS IT BECOMES
DUE OR RELET THE SUBLEASED PREMISES OR ANY PART THEREOF ON TERMS AND CONDITIONS
AS SUBLESSOR IN ITS SOLE AND ABSOLUTE DISCRETION MAY DEEM ADVISABLE WITH THE
RIGHT TO MAKE ALTERATIONS AND REPAIRS TO THE SUBLEASED PREMISES IN CONNECTION
WITH SUCH RELETTING.
IF SUBLESSOR ELECTS TO RELET THE SUBLEASED PREMISES, THEN
RENTS RECEIVED BY SUBLESSOR FROM SUCH RELETTING WILL BE APPLIED; FIRST, TO THE
PAYMENT OF ANY INDEBTEDNESS OTHER THAN RENT DUE HEREUNDER FROM SUBLESSEE TO
SUBLESSOR; SECOND, TO THE PAYMENT OF ANY COST OF SUCH RELETTING; THIRD, TO THE
PAYMENT OF THE REASONABLE COST OF ANY ALTERATIONS AND REPAIRS TO THE SUBLEASED
PREMISES INCURRED IN CONNECTION WITH SUCH RELETTING; FOURTH, TO THE PAYMENT OF
RENT DUE AND UNPAID HEREUNDER AND THE RESIDUE, IF ANY, WILL BE HELD BY SUBLESSOR
AND APPLIED TO PAYMENT OF FUTURE RENT AS THE SAME MAY BECOME DUE AND PAYABLE
HEREUNDER.
SHOULD THAT PORTION OF SUCH RENTS RECEIVED FROM SUCH RELETTING
DURING ANY MONTH, WHICH IS APPLIED TO THE PAYMENT OF RENT HEREUNDER, BE LESS
THAN THE RENT PAYABLE DURING THAT MONTH BY SUBLESSEE HEREUNDER, THEN SUBLESSEE
AGREES TO PAY SUCH DEFICIENCY TO SUBLESSOR IMMEDIATELY UPON DEMAND THEREFOR BY
SUBLESSOR.
SUCH DEFICIENCY WILL BE CALCULATED AND PAID MONTHLY.
(C)
EVENT OF DEFAULT HEREUNDER SHALL NOT BE
CONSTRUED AS A WAIVER OF SUCH EVENT OF DEFAULT (EXCEPT AS TO ACCEPTANCE BY
SUBLESSOR OF PAYMENT IN FULL OF ALL
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BASE RENT AND ADDITIONAL RENT PAST DUE AT THE TIME OF SUCH ACCEPTANCE OR AS
OTHERWISE INDICATED BY SUBLESSOR IN