PLACE SUCH EXPANSION SPACE ON THE
OPEN MARKET FOR SUBLEASE BY THIRD PARTIES ON TERMS NO MORE FAVORABLE THAN THOSE
UPON WHICH THE EXPANSION SPACE WAS OFFERED TO SUBLESSEE.
NOTWITHSTANDING ANY
PROVISION OF THIS SECTION 18 TO THE CONTRARY, THE RIGHTS GRANTED HEREIN SHALL BE
PERSONAL TO THE ORIGINALLY NAMED SUBLESSEE, AND MAY NOT BE EXERCISED OR ASSIGNED
VOLUNTARILY OR INVOLUNTARILY BY OR TO ANY PERSON OR ENTITY OTHER THAN THE
ORIGINAL SUBLESSEE, AND SHALL NOT BE ASSIGNABLE.
If the Expansion Space is currently not legally available to sublease, the
foregoing expansion right shall be subject to the existing subtenants or
occupants thereof renewing their existing leases and/or exercising any options
to extend or expand, and in all events is subject and subordinate to any other
rights of any other person or entity to sublease the Expansion Space, if such
rights have already been granted prior to the date of this Sublease.
19.
SUBLEASE CONTAINS ALL AGREEMENTS.
IT IS EXPRESSLY UNDERSTOOD AND
AGREED BY AND BETWEEN THE PARTIES HERETO THAT THIS SUBLEASE (TOGETHER WITH THE
PRIME LEASE AND ANY AMENDMENTS THERETO) SETS FORTH ALL THE TERMS, CONDITIONS AND
AGREEMENTS BETWEEN SUBLESSOR, SUBLESSEE AND PRIME LESSOR RELATIVE TO THE SUBLET
PREMISES, AND THAT THERE ARE NO PROMISES, AGREEMENTS, CONDITIONS OR
UNDERSTANDINGS, EITHER ORAL OR WRITTEN, BETWEEN THEM OTHER THAN AS ARE HEREIN
SET FORTH.
IT IS FURTHER UNDERSTOOD AND AGREED THAT, EXCEPT AS HEREIN OTHERWISE
PROVIDED, NO SUBSEQUENT ALTERATION, AMENDMENT, CHANGE OR ADDITION TO THIS
SUBLEASE SHALL BE BINDING UPON SUBLESSOR OR SUBLESSEE UNLESS REDUCED TO A
WRITING AND SIGNED BY SUBLESSOR AND SUBLESSEE.
NOTWITHSTANDING ANYTHING IN THE
FOREGOING TO THE CONTRARY, SUBLESSOR REPRESENTS AND WARRANTS TO SUBLESSEE THAT
SUBLESSOR, AS OF THE EFFECTIVE DATE, IS NOT IN DEFAULT IN ANY MATERIAL RESPECT
UNDER THE TERMS OF THE PRIME LEASE NOR HAS SUBLESSOR RECEIVED WRITTEN NOTICE
FROM PRIME LESSOR THAT SUBLESSOR IS IN DEFAULT UNDER THE PRIME LEASE.
20.
SUCCESSORS AND ASSIGNEES.
ALL RIGHTS AND LIABILITIES HEREIN GIVEN
TO, OR IMPOSED UPON, THE RESPECTIVE PARTIES HERETO SHALL EXTEND TO AND BIND THE
SEVERAL AND RESPECTIVE SUCCESSORS AND PERMITTED ASSIGNS OF SAID PARTIES.
21.
SECURITY DEPOSIT.
SUBLESSEE SHALL HAVE NO RIGHT, TITLE OR INTEREST
IN OR WITH RESPECT TO THE SUBLESSOR SECURITY DEPOSIT, OR ANY PORTION THEREOF,
THAT IS HELD BY PRIME LESSOR UNDER THE PRIME LEASE.
WITHIN TEN (10) BUSINESS
DAYS OF THE EFFECTIVE DATE, SUBLESSEE SHALL DELIVER TO SUBLESSOR, AS COLLATERAL
FOR THE FULL PERFORMANCE BY SUBLESSEE OF ALL OF ITS OBLIGATIONS UNDER THIS
SUBLEASE AND FOR ALL LOSSES AND DAMAGES SUBLESSOR MAY SUFFER AS A RESULT OF
SUBLESSEE'S FAILURE TO COMPLY WITH ONE OR MORE PROVISIONS OF THIS SUBLEASE,
INCLUDING, BUT NOT LIMITED TO, ANY POST SUBLEASE TERMINATION DAMAGES UNDER
SECTION 1951.2 OF THE CALIFORNIA CIVIL CODE, A STANDBY,
UNCONDITIONAL,
IRREVOCABLE, TRANSFERABLE LETTER OF CREDIT (THE "LETTER OF CREDIT")
SUBSTANTIALLY IN THE FORM OF EXHIBIT J TO THE PRIME LEASE AND CONTAINING THE
TERMS REQUIRED HEREIN, IN THE ORIGINAL FACE AMOUNT EQUAL TO THE FIXED RENT AND
SUBTENANT'S