THE EVENT THAT PRIME LESSOR HAS NOT CONSENTED TO THIS SUBLEASE JANURARY 1, 2010,
THEN SUBLESSEE MAY TERMINATE THIS SUBLEASE AND NEITHER SUBLESSOR NOR SUBLESSEE
SHALL HAVE ANY LIABILITY HEREUNDER WHATSOEVER.
SUCH PRIME LESSOR CONSENT SHALL
BE SUBSTANTIALLY IN THE FORM AND SUBSTANCE OF EXHIBIT C.
29.
SEPARABILITY.
SHOULD ANY PORTION OF THIS SUBLEASE BE FOUND TO BE
UNENFORCEABLE, THE REMAINING PROVISIONS OF THIS SUBLEASE SHALL CONTINUE IN FULL
FORCE AND EFFECT, WITHOUT GIVING REGARD TO SUCH UNENFORCEABLE PROVISION.
30.
EXHIBITS AND RECITALS INCORPORATED.
ALL EXHIBITS REFERRED TO IN
THIS SUBLEASE ARE HEREBY INCORPORATED IN THIS SUBLEASE BY THIS REFERENCE AND THE
RECITALS TO THIS SUBLEASE ARE HEREBY INCORPORATED IN THIS SUBLEASE BY THIS
REFERENCE.
31.
COUNTERPARTS.
THIS SUBLEASE MAY BE SIGNED BY THE PARTIES IN TWO OR
MORE COUNTERPARTS, EACH OF WHICH SHALL BE DEEMED TO BE AN ORIGINAL, AND ALL OF
WHICH TAKEN TOGETHER SHALL CONSTITUTE ONE AND THE SAME DOCUMENT.
RECEIPT BY
TELECOPIER OR EMAIL OF A SIGNED COPY OF THIS SUBLEASE SHALL BE DEEMED RECEIPT OF
THE ORIGINAL DOCUMENT.
32.
SIGNAGE.
SUBJECT TO THE TERMS AND CONDITIONS OF THE PRIME LEASE
AND WHERE APPLICABLE, SUBJECT TO THE APPROVAL OF PRIME LESSOR, SUBLESSEE, AT
SUBLESSEE'S EXPENSE, SHALL HAVE THE RIGHT TO DISPLAY APPROPRIATE SIGNAGE WITH
ITS LOGO AND NAME ON ENTRANCE DOORS AND ITS PRO-RATA SHARE OF 1 BUILDING TOP AND
MONUMENT EXTERIOR SIGN WHICH WILL BE INCLUSIVE OF 1 SLOT, AS GIVEN TO SUBLESSOR
IN THE PRIME LEASE.
33.
WARRANTIES.
SUBLESSOR SHALL, AT SUBLESSEE'S EXPENSE, COOPERATE
WITH SUBLESSEE TO ENFORCE, FOR THE BENEFIT OF SUBLESSEE, ALL (A) WARRANTIES
GIVEN AND INDEMNITIES MADE, IF ANY, BY PRIME LESSOR TO SUBLESSOR UNDER THE PRIME
LEASE WHICH WOULD REDUCE SUBLESSEE'S OBLIGATIONS HEREUNDER AND (B) WARRANTIES
GIVEN, IF ANY, BY ANY CONTRACTORS CONCERNING ANY EXISTING IMPROVEMENTS MADE TO
THE SUBLET PREMISES.
34.
RIGHT TO CURE SUBLESSEE'S DEFAULTS.
IF SUBLESSEE SHALL AT ANY TIME
FAIL TO MAKE ANY PAYMENT OR PERFORM ANY OTHER OBLIGATION OF SUBLESSEE HEREUNDER
OR UNDER THE PRIME LEASE, THEN SUBLESSOR SHALL HAVE THE RIGHT, BUT NOT THE
OBLIGATION, AFTER TEN (10) DAYS NOTICE FOR MONETARY DEFAULTS AND TEN (10) DAYS
NOTICE FOR NON-MONETARY DEFAULTS OR THE TIME WITHIN WHICH PRIME LESSOR MAY ACT
ON SUBLESSOR'S BEHALF UNDER THE PRIME LEASE, OR WITHOUT NOTICE TO SUBLESSEE IN
THE CASE OF ANY EMERGENCY, AND WITHOUT WAIVING OR RELEASING SUBLESSEE FROM ANY
OBLIGATIONS OF SUBLESSEE HEREUNDER, TO MAKE SUCH PAYMENT OR PERFORM SUCH OTHER
OBLIGATION OF SUBLESSEE IN SUCH MANNER AND TO SUCH EXTENT AS SUBLESSOR SHALL
DEEM NECESSARY, AND IN EXERCISING ANY SUCH RIGHT, TO PAY ANY REASONABLE AND
RELATED COSTS AND EXPENSES, EMPLOY ATTORNEYS AND OTHER PROFESSIONALS, AND INCUR
AND PAY ATTORNEYS' FEES AND OTHER COSTS REASONABLY REQUIRED IN CONNECTION
THEREWITH.
SUBLESSEE SHALL PAY TO SUBLESSOR UPON DEMAND ALL SUMS SO PAID BY
SUBLESSOR AND ALL INCIDENTAL COSTS AND EXPENSES OF SUBLESSOR IN CONNECTION
THEREWITH AS SUBLESSEE SHALL INDEMNIFY AND HOLD SUBLESSOR HARMLESS AGAINST ALL
REASONABLE COSTS AND EXPENSES INCURRED BY SUBLESSOR IN CONNECTION THEREWITH.
35.
HOLDING