AN ABATEMENT OF RENT
IN CONNECTION WITH AN INTERRUPTION OF UTILITIES (INCLUDING, WITHOUT LIMITATION,
THE PROVISIONS OF SECTION 4.F. OF THE PRIME LEASE) OTHER THAN AS MAY BE
EXPRESSLY SET FORTH IN THIS SUBLEASE, ANY RIGHT TO TERMINATE THE LEASE AS A
RESULT OF A CASUALTY OR FIRE (INCLUDING, WITHOUT LIMITATION, ANY PROVISION SET
FORTH IN SECTION 9.A. OF THE PRIME LEASE) OTHER THAN AS MAY BE EXPRESSLY SET
FORTH IN THIS SUBLEASE, ANY RIGHT TO ANY ALLOWANCE GRANTED UNDER THE PRIME LEASE
AS SET FORTH IN SECTION 5.G. OF THE PRIME LEASE, ANY RIGHTS DERIVING FROM A
DEFAULT UNDER THE PRIME LEASE BY THE LANDLORD THEREUNDER (INCLUDING, WITHOUT
LIMITATION, THE PROVISIONS OF SECTION 26.J. OF THE PRIME LEASE), ANY EXTENSION
OPTION AS SET FORTH IN SECTION 30 OF THE PRIME LEASE, ANY RIGHT OF FIRST OFFER
SET FORTH IN SECTION 36 OF THE PRIME LEASE, OR ANY RIGHTS WITH RESPECT TO THE
TANABE BUILDING AS SET FORTH IN SECTION 37 OF THE PRIME LEASE.
(B)
WITHOUT LIMITATION OF THE FOREGOING:
(I)
SUBTENANT SHALL NOT MAKE ANY CHANGES,
ALTERATIONS OR ADDITIONS IN OR TO THE PREMISES EXCEPT AS OTHERWISE EXPRESSLY
PROVIDED HEREIN OR IN THE CONSENT AGREEMENT; PROVIDED, HOWEVER, THE FOREGOING
SHALL NOT LIMIT OR RESTRICT THE RIGHT OF SUBTENANT TO OBTAIN THE CONSENT OF
SUBLANDLORD TO ANY SUCH CHANGES, ALTERATIONS OR ADDITIONS (SUCH OBLIGATIONS
SHALL BE SATISFIED IF THE CONSENT AGREEMENT CONTAINS THE
7
CONSENT OF SUBLANDLORD TO SUCH CHANGES, ALTERATIONS OR ADDITIONS).
IN
CONNECTION THEREWITH, SUBLANDLORD AND SUBTENANT ACKNOWLEDGE AND AGREE THAT
SUBTENANT DESIRES TO MAKE CERTAIN ALTERATIONS, ADDITIONS AND/OR IMPROVEMENTS TO
THE PREMISES FOLLOWING ITS OCCUPANCY THEREOF.
IN CONNECTION WITH SUCH WORK
(HEREINAFTER REFERRED TO AS THE "SUBTENANT WORK"), SUCH WORK SHALL BE PERFORMED
AT THE SOLE COST AND EXPENSE OF SUBTENANT, SHALL BE PERFORMED BY A LICENSED
CONTRACTOR WHICH IS REASONABLY ACCEPTABLE TO SUBLANDLORD AND LANDLORD, PURSUANT
TO PLANS AND SPECIFICATIONS WHICH HAVE BEEN APPROVED BY BOTH SUBLANDLORD AND
LANDLORD (WHICH APPROVAL WILL NOT BE UNREASONABLY WITHHELD OR DELAYED) AND SHALL
OTHERWISE STRICTLY CONFORM TO ALL THE TERMS AND PROVISIONS OF THE PRIME LEASE.
SUBTENANT SHALL OBTAIN THE APPROVAL OF BOTH THE LANDLORD AND SUBLANDLORD WITH
RESPECT TO ANY AND ALL ASPECTS OF THE SUBTENANT WORK PRIOR TO COMMENCING SAME.
SUBLANDLORD AGREES TO RESPOND TO ANY REQUEST FOR APPROVAL OF ANY SUBTENANT WORK
WITHIN A REASONABLE PERIOD OF TIME.
(II)
IF SUBTENANT DESIRES TO TAKE ANY OTHER
ACTION AND THE PRIME LEASE AND/OR THE CONSENT AGREEMENT WOULD REQUIRE THAT
SUBLANDLORD OBTAIN THE CONSENT OF LANDLORD BEFORE UNDERTAKING ANY ACTION OF THE
SAME KIND, SUBTENANT SHALL NOT UNDERTAKE THE SAME WITHOUT THE PRIOR WRITTEN
CONSENT OF SUBLANDLORD.
SUBLANDLORD MAY CONDITION ITS CONSENT ON THE CONSENT OF
LANDLORD BEING OBTAINED AND MAY REQUIRE SUBTENANT TO CONTACT LANDLORD DIRECTLY
FOR SUCH CONSENT;
(III)
ALL RIGHTS GIVEN TO LANDLORD AND ITS AGENTS
AND REPRESENTATIVES BY THE PRIME LEASE AND/OR THE CONSENT AGREEMENT TO ENTER THE
PREMISES SHALL INURE TO THE BENEFIT OF SUBLANDLORD AND THEIR RESPECTIVE AGENTS
AND REPRESENTATIVES