SYSTEM OR SERVICE OR (II) FAILURE OF
MASTER LANDLORD TO MAINTAIN THE SUBLEASED PREMISES AS MAY BE REQUIRED UNDER THE
MASTER LEASE.
INSURANCE:
SUBTENANT SHALL OBTAIN AND KEEP IN FULL FORCE AND EFFECT, AT
SUBTENANT'S SOLE COST AND EXPENSE, DURING THE TERM ALL OF THE INSURANCE REQUIRED
TO BE CARRIED BY THE "TENANT" UNDER THE DIRECT LEASE, MODIFIED AS INCORPORATED
HEREIN PURSUANT TO PARAGRAPH 22.
SUBTENANT SHALL INCLUDE BOTH SUBLANDLORD AND
MASTER LANDLORD, AS THEIR INTERESTS MAY APPEAR, AND THE HOLDER OF ANY MORTGAGE
OR DEED OF TRUST SECURED BY MASTER LANDLORD'S INTEREST IN THE SUBLEASED
PREMISES, AS ITS INTERESTS MAY APPEAR (BUT ONLY TO THE EXTENT REQUIRED UNDER THE
PROVISIONS OF THE MODIFIED WILSON LEASE), AS ADDITIONAL INSUREDS AND LOSS PAYEES
IN ANY POLICY OF INSURANCE CARRIED BY SUBTENANT IN CONNECTION WITH THIS SUBLEASE
AND SHALL REGULARLY PROVIDE SUBLANDLORD WITH CURRENT CERTIFICATES OF INSURANCE.
DEFAULT:
SUBTENANT SHALL BE IN MATERIAL DEFAULT OF ITS OBLIGATIONS UNDER THIS
SUBLEASE UPON THE OCCURRENCE OF ANY OF THE EVENTS SET FORTH IN SECTION 19.1 OF
THE DIRECT LEASE, AS INCORPORATED HEREIN, BUT ONLY AFTER THE EXPIRATION OF ANY
APPLICABLE NOTICE AND CURE PERIODS (EACH, AN "EVENT OF DEFAULT").
REMEDIES:
UPON ANY EVENT OF DEFAULT BY SUBTENANT, SUBLANDLORD SHALL HAVE ALL
REMEDIES PROVIDED TO THE "LANDLORD" UNDER SECTIONS 19.2 AND 19.3 OF THE DIRECT
LEASE (MODIFIED AS INCORPORATED HEREIN PURSUANT TO PARAGRAPH 22 HEREOF), BUT
USING, IN ANY MEASURE OF DAMAGES, THE BASE RENT AND OPERATING EXPENSES DUE AND
PAYABLE UNDER THIS SUBLEASE.
SURRENDER:
ON OR BEFORE THE TERMINATION DATE, SUBTENANT SHALL SURRENDER THE
SUBLEASED PREMISES TO SUBLANDLORD IN THE CONDITION REQUIRED BY THE MODIFIED
WILSON LEASE UPON ANY SURRENDER OF THE MASTER PREMISES, SUBJECT TO ANY RIGHT TO
OCCUPY THE SUBLEASED PREMISES AFTER THE TERMINATION DATE GRANTED TO SUBTENANT BY
MASTER LANDLORD.
TO THE EXTENT SUBLANDLORD IS LIABLE THEREFOR, SUBTENANT SHALL
REPAIR ANY DAMAGE TO THE SUBLEASED PREMISES CAUSED BY SUBTENANT'S REMOVAL OF ITS
PROPERTY FROM THE SUBLEASED PREMISES.
TO THE EXTENT SUBLANDLORD IS LIABLE
THEREFOR, SUBTENANT SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS SUBLANDLORD FROM
AND AGAINST ANY AND ALL LOSSES, COSTS, CLAIMS, LIABILITIES AND DAMAGES
(INCLUDING REASONABLE ATTORNEYS' FEES) ARISING FROM OR RELATING TO ANY FAILURE
OF SUBTENANT TO SURRENDER THE SUBLEASED PREMISES IN THE CONDITION REQUIRED BY
THIS SUBLEASE, INCLUDING, WITHOUT LIMITATION, ALL COSTS INCURRED BY SUBLANDLORD
IN RETURNING THE SUBLEASED PREMISES TO THEIR REQUIRED CONDITION, PLUS INTEREST
THEREON AT THE INTEREST RATE.
BROKER:
SUBLANDLORD AND SUBTENANT EACH REPRESENT TO THE OTHER THAT THEY HAVE
DEALT WITH NO REAL ESTATE BROKERS, FINDERS, AGENTS OR SALESMEN IN CONNECTION
WITH THIS TRANSACTION OTHER THAN WASHINGTON REALTY GROUP, INC. REPRESENTING
SUBLANDLORD ("SUBLANDLORD'S BROKER") AND INSIGNIA/ESG REPRESENTING SUBTENANT
("SUBTENANT'S BROKER").
EACH PARTY SHALL INDEMNIFY, DEFEND AND HOLD THE OTHER
PARTY HARMLESS FROM AND AGAINST ALL CLAIMS FOR BROKERAGE COMMISSIONS, FINDER'S
FEES AND OTHER COMPENSATION MADE BY ANY OTHER AGENT, BROKER, SALESMAN OR FINDER
AS A CONSEQUENCE OF THE INDEMNIFYING PARTY'S ACTIONS OR DEALINGS WITH SUCH OTHER
AGENT, BROKER, SALESMAN OR FINDER.
SUBLANDLORD SHALL INDEMNIFY, DEFEND