REGULATION OR ORDINANCE, IN, FROM OR TO
THE SUBLET PREMISES, WHETHER OR NOT SUBLESSEE MAY HAVE ACTED NEGLIGENTLY WITH
RESPECT TO SUCH SUBSTANCE OR MATERIAL.
SUBLESSEE'S OBLIGATIONS PURSUANT TO THIS
SECTION SHALL SURVIVE ANY TERMINATION OF THIS SUBLEASE WITH RESPECT TO ANY ACT,
OMISSION, OR OCCURRENCE WHICH TOOK PLACE PRIOR TO SUCH TERMINATION.
AS USED IN
THIS SECTION, THE TERM "RELEASE" SHALL HAVE THE MEANING ASCRIBED TO SUCH TERM IN
THE FEDERAL COMPREHENSIVE ENVIRONMENTAL RESPONSE, COMPENSATION AND LIABILITY
ACT, (42 U.S.C.
SECTION 6901 ET SEQ.
("CERCLA").
9.
SUBLESSOR'S PERFORMANCE.
SUBLESSEE HAS REVIEWED THE PROVISIONS
OF THE PRIME LEASE CONCERNING THE OBLIGATION OF THE PRIME LESSOR TO SUPPLY
BUILDING SERVICES TO THE SUBLET PREMISES.
SUBLESSEE RECOGNIZES THAT SUBLESSOR
IS NOT IN A POSITION TO RENDER NOR IS SUBLESSOR OBLIGATED TO RENDER ANY OF THE
SERVICES OR PERFORM ANY OF THE OBLIGATIONS REQUIRED OF PRIME LESSOR BY THE TERMS
OF THE PRIME LEASE, INCLUDING, WITHOUT LIMITATION, (I) THE FURNISHING OF
ELECTRICAL ENERGY, HEAT, VENTILATION, WATER, AIR CONDITIONING, ELEVATOR SERVICE,
CLEANING, WINDOW WASHING, OR RUBBISH REMOVAL SERVICES, (II) MAKING ANY
ALTERATIONS, REPAIRS OR RESTORATIONS, (III) COMPLYING WITH ANY LAWS OR
REQUIREMENTS OF ANY GOVERNMENTAL AUTHORITIES, OR (IV) TAKING ANY ACTION THAT
PRIME LESSOR HAS AGREED TO PROVIDE, MAKE, COMPLY WITH, TAKE OR CAUSE TO BE
PROVIDED, MADE, COMPILED WITH OR TAKEN UNDER THE PRIME LEASE.
THEREFORE,
DESPITE ANYTHING TO THE CONTRARY IN THIS SUBLEASE, SUBLESSEE AGREES THAT
PERFORMANCE BY SUBLESSOR OF ITS OBLIGATIONS UNDER THIS SUBLEASE IS CONDITIONED
ON PERFORMANCE BY PRIME LESSOR OF ITS CORRESPONDING OBLIGATIONS UNDER THE PRIME
LEASE, AND SUBLESSOR WILL NOT BE LIABLE TO SUBLESSEE FOR ANY DEFAULT OF THE
PRIME LESSOR UNDER THE PRIME LEASE UNLESS SUCH DEFAULT RESULTS FROM SUBLESSOR'S
FAILURE TO PERFORM ITS OBLIGATIONS HEREUNDER.
IF AND TO THE EXTENT SUBLESSOR IS
ENTITLED TO ANY RENT ABATEMENT FROM PRIME LESSOR UNDER THE TERMS OF THE PRIME
LEASE (INCLUDING, WITHOUT LIMITATION, SECTION 7.05 OF THE PRIME LEASE), THEN
SUBLESSEE SHALL BE ENTITLED TO A CORRESPONDING ABATEMENT OF RENT UNDER THIS
SUBLEASE.
10.
INSURANCE.
10.1
SUBLESSEE, AT SUBLESSEE'S SOLE EXPENSE, SHALL MAINTAIN FOR THE
BENEFIT OF SUBLESSOR AND PRIME LESSOR SUCH POLICIES OF INSURANCE (AND IN SUCH
FORM) WITH RESPECT TO THE SUBLET PREMISES AS ARE REQUIRED BY THE PRIME LEASE,
WHICH POLICIES SHALL BE REASONABLY SATISFACTORY TO SUBLESSOR AS TO COVERAGE AND
INSURER, SHALL BE MAINTAINED AS A PRIMARY POLICIES, AND SHALL EXTEND TO AND
COVER THE ACTS AND OMISSION OF SUBLESSEE, AND ANYONE ACTING BY, THROUGH OR UNDER
SUBLESSEE NOTWITHSTANDING ANYTHING CONTAINED IN THE PRIME LEASE TO THE
CONTRARY.
EACH POLICY OF INSURANCE REQUIRED UNDER THIS PARAGRAPH SHALL NAME
SUBLESSOR AND PRIME LESSOR EACH AS AN ADDITIONAL INSURED.
SUBLESSEE SHALL
PROVIDE SUBLESSOR WITH CERTIFICATES OF INSURANCE EVIDENCING SUCH POLICIES AND
THAT SUBLESSOR HAS BEEN NAMED AS AN ADDITIONAL INSURED AS PROMPTLY AS REASONABLY
PRACTICAL, BUT IN NO EVENT LATER THAN THIRTY (30) DAYS AFTER THE EXECUTION OF
THIS SUBLEASE, AND COPIES OF SUCH POLICIES UPON SUBLESSOR'S REQUEST THEREFOR.
ALL INSURANCE POLICIES SHALL CONTAIN A PROVISION