DEFAULT);
ARTICLE 51 (OPTION TO EXTEND); ARTICLE 52 (EXISTING TENANT IMPROVEMENTS);
ARTICLE 53 (TRADE FIXTURES); AND EXHIBITS A, B-1, C AND D.
(F)
SUBLANDLORD AND SUBTENANT AGREE THAT
SUBLANDLORD SHALL NOT BE RESPONSIBLE OR LIABLE TO SUBTENANT FOR THE PERFORMANCE
OR NONPERFORMANCE OF ANY OBLIGATIONS OF MASTER LANDLORD UNDER THE MASTER LEASE,
AND IN FURTHERANCE THEREOF AGREE AS FOLLOWS:
(I)
NOTWITHSTANDING ANYTHING TO THE CONTRARY
CONTAINED IN THIS SUBLEASE, SUBLANDLORD SHALL NOT BE REQUIRED TO (A) PROVIDE OR
PERFORM ANY INSURANCE AND SERVICES (INCLUDING WITHOUT LIMITATION, THE INSURANCE
DESCRIBED IN ARTICLE 12 OF THE MASTER LEASE) OR ANY ALTERATIONS, IMPROVEMENTS,
IMPROVEMENT ALLOWANCES OR OTHER CONSTRUCTION OBLIGATIONS AS TO THE SUBLEASE
PREMISES THAT MASTER LANDLORD MAY HAVE AGREED TO PROVIDE OR PERFORM PURSUANT TO
THE MASTER LEASE OR AS REQUIRED BY LAW, (B) PROVIDE ANY UTILITIES (INCLUDING
ELECTRICITY) TO THE SUBLEASE PREMISES THAT MASTER LANDLORD MAY HAVE AGREED TO
FURNISH PURSUANT TO ANY PROVISION OF THE MASTER LEASE (OR AS REQUIRED BY LAW),
(C) PERFORM ANY MAINTENANCE OR MAKE ANY OF THE REPAIRS TO THE SUBLEASE PREMISES
OR THE BUILDING THAT MASTER LANDLORD MAY HAVE AGREED TO PERFORM OR MAKE (OR AS
REQUIRED BY LAW), (D) COMPLY WITH ANY LAWS OR REQUIREMENTS OF GOVERNMENTAL
AUTHORITIES REGARDING THE MAINTENANCE OR OPERATION OF THE SUBLEASE PREMISES, (E)
TAKE ANY OTHER ACTION RELATING TO THE OPERATION, MAINTENANCE, REPAIR, ALTERATION
OR SERVICING OF THE SUBLEASE PREMISES THAT MASTER LANDLORD MAY HAVE AGREED TO
PROVIDE, FURNISH, MAKE, COMPLY WITH, OR TAKE, OR CAUSE TO BE PROVIDED,
FURNISHED, MADE, COMPLIED WITH OR TAKEN UNDER THE MASTER LEASE, OR (F) PROVIDE
SUBTENANT WITH ANY REBATE, CREDIT, ALLOWANCE OR OTHER CONCESSION REQUIRED OF
MASTER LANDLORD PURSUANT TO THE MASTER LEASE EXCEPT TO PASS THROUGH TO SUBTENANT
ANY SUCH REBATE, CREDIT, ALLOWANCE OR CONCESSION THAT MAY IN FACT BE GRANTED BY
THE MASTER LANDLORD, WITH RESPECT TO THE SUBLEASE PREMISES DURING THE TERM OF
THIS SUBLEASE.
SUBLANDLORD MAKES NO REPRESENTATION OR WARRANTY OF QUIET
ENJOYMENT AS TO ANY PERSONS CLAIMING BY, THROUGH OR UNDER MASTER LANDLORD.
10
(II)
SUBLANDLORD AGREES, UPON REQUEST OF
SUBTENANT, TO USE COMMERCIALLY REASONABLE EFFORTS, AT SUBTENANT'S SOLE COST AND
EXPENSE, TO CAUSE MASTER LANDLORD TO PROVIDE, FURNISH, OR COMPLY WITH ANY OF
MASTER LANDLORD'S OBLIGATIONS UNDER THE MASTER LEASE (PROVIDED, HOWEVER, THAT
SUBLANDLORD SHALL NOT BE OBLIGATED TO USE SUCH EFFORTS OR TAKE ANY ACTION WHICH,
IN SUBLANDLORD'S REASONABLE JUDGMENT, MIGHT GIVE RISE TO A DEFAULT BY
SUBLANDLORD UNDER THE MASTER LEASE).
IF MASTER LANDLORD SHALL DEFAULT IN THE
PERFORMANCE OF ANY OF ITS OBLIGATIONS UNDER THE MASTER LEASE OR AT LAW,
SUBLANDLORD SHALL, UPON REQUEST AND AT THE EXPENSE OF SUBTENANT, COOPERATE WITH
SUBTENANT IN THE PROSECUTION OF ANY ACTION OR PROCEEDING WHICH SUBLANDLORD, IN
ITS REASONABLE JUDGMENT, DEEMS MERITORIOUS, IN ORDER TO HAVE MASTER LANDLORD (A)
MAKE SUCH REPAIRS, FURNISH SUCH ELECTRICITY, PROVIDE SUCH SERVICES OR COMPLY
WITH ANY OTHER OBLIGATION OF MASTER LANDLORD UNDER THE MASTER LEASE OR AS
REQUIRED BY LAW, AND/OR (B) COMPENSATE SUBTENANT FOR ANY EARLIER DEFAULT BY