REQUIREMENTS RELATING
TO THE LAND, THE SUBJECT BUILDING, THE PARKING FACILITIES AND THE PROJECT COMMON
AREA AND SHALL MAKE ALL IMPROVEMENTS AND REPAIRS REQUIRED TO RENDER THE SAME IN
COMPLIANCE WITH ALL APPLICABLE GOVERNMENTAL REQUIREMENTS.
SUBLESSEE SHALL ALSO
OBSERVE AND COMPLY WITH THE REQUIREMENTS OF ALL POLICIES OF PUBLIC LIABILITY,
FIRE AND OTHER POLICIES OF INSURANCE AT ANY TIME IN FORCE WITH RESPECT TO THE
SUBLEASED PREMISES.
46.
PRIME LESSOR'S CONSENT.
AS A CONDITION TO
THE EFFECTIVENESS OF THIS SUBLEASE, THE PARTIES SHALL OBTAIN FROM THE PRIME
LESSOR ITS CONSENT TO THE TERMS AND CONDITIONS OF THIS SUBLEASE AND THE WORK AND
OTHER ACTIVITIES CONTEMPLATED BY SUBLESSEE HEREUNDER, IN FORM AND SUBSTANCE
ACCEPTABLE TO SUBLESSEE, AND INCLUDING, WITHOUT LIMITATION, CONSENT TO SECTION 4
(SUBLESSOR'S WORK AND CONDITION OF SUBLEASED PREMISES), SECTION 5 (ALTERATIONS),
SECTION 9 (CONNECTION TO OTHER FACILITIES), SECTION 10 (U.S. GOVERNMENT SECURITY
REGULATIONS), SECTION 14 (ASSIGNMENT/SUBLETTING), SECTION 19 (SIGNAGE),
SECTION 21 (NON-DISTURBANCE), SECTION 22 (ROOF RIGHTS), SECTION 23 (SECURED
AREAS), SECTION 24 (HAZARDOUS MATERIALS), SECTION 27 (THE PRIME LEASE), AND
SECTION 44 (SUBLESSEE'S FIXTURES).
47.
NONBINDING DRAFTS.
ALL SUBLEASE DRAFTS ARE
TO BE CONSTRUED ONLY AN INVITATION TO NEGOTIATE.
NEITHER THIS SUBLEASE DRAFT OR
ANY PRIOR LETTERS OF INTENT OR REQUESTS FOR PROPOSAL SHALL BE CONSTRUED OR
INTERPRETED TO BE AN OFFER OR A CONTRACT OR OTHER AGREEMENT BINDING ON THE
PARTIES.
SUBLESSEE RESERVES THE RIGHT TO NEGOTIATE WITH OTHER PARTIES.
NO
PARTY SHALL HAVE ANY LEGAL RIGHTS OR OBLIGATIONS WITH RESPECT TO ANY OTHER
PARTY, AND NO PARTY SHOULD TAKE ANY ACTION OR FAIL TO TAKE ANY ACTION IN
DETRIMENTAL RELIANCE UPON ANY SUCH DRAFTS, OR STATEMENTS MADE BY ANY AGENT OR
REPRESENTATIVE OF EITHER PARTY UNLESS AND UNTIL A SUBLEASE AGREEMENT IS FULLY
EXECUTED AND DELIVERED BY ALL PARTIES INVOLVED.
/s/ EPH
/s/ AJP
Sublessor's Initials
Sublessee's Initials
43
IN WITNESS WHEREOF, the parties through their duly authorized representatives
have executed this Sublease on the dates written below:
CYMER, INC.,
a Nevada corporation
By:
/s/ Edward P. Holtaway
Title:
EVP, CORP OPERATIONS
Date:
12/22/04
"Sublessor"
NORTHROP GRUMMAN SYSTEMS
CORPORATION, a Delaware corporation
By:
/s/ A.J. Paz
Title:
Corporate Director of Real Estate
Date:
12/22/04
"Sublessee"
44