MAY, IN SUBLESSEE'S OPINION, CONSIDERING THE NATURE AND AMOUNT
OF THE SUBSTANCES INVOLVED, INTERFERE WITH SUBLESSEE'S USE OF ALL OR A PORTION
OF THE SUBLEASED PREMISES (OR WHICH MAY PRESENT A HEALTH RISK TO ANY OCCUPANTS
OF THE SUBLEASED PREMISES); OR THE DISCOVERY OF ANY OTHER HAZARDOUS CONDITION
WITH RESPECT TO THE SUBLEASED PREMISES, THE PARKING FACILITY, THE BUILDING
COMMON AREA AND/OR THE SUBJECT BUILDING WHICH WOULD MAKE IT DANGEROUS OR UNSAFE
FOR SUBLESSEE AND ITS EMPLOYEES TO CONDUCT THEIR NORMAL AND CUSTOMARY BUSINESS
OPERATIONS (EACH OF THE ITEMS SET FORTH IN PROVISIONS (A) AND (B) BEING REFERRED
TO HEREIN AS A "TRIGGER EVENT"),
(C)
IF SUBLESSEE CANNOT, WITHIN EIGHT (8)
MONTHS ("NON-USE PERIOD") OF THE OCCURRENCE OF THE TRIGGER EVENT, BE GIVEN
REASONABLE USE OF, AND ACCESS TO, A FULLY REPAIRED, RESTORED, SAFE AND HEALTHFUL
SUBLEASED PREMISES, THE BUILDING COMMON AREA AND THE SUBJECT BUILDING, THE
PARKING FACILITY AND THE UTILITIES AND SERVICES PERTAINING TO THE SUBLEASED
PREMISES AND THE SUBJECT BUILDING, ALL SUITABLE FOR THE CONDUCT OF SUBLESSEE'S
NORMAL BUSINESS OPERATIONS THEREFROM ("FULL RESTORATION TO THE PREMISES"), THEN
SUBLESSEE MAY THEREAFTER ELECT AT ANY TIME TO EXERCISE AN ON-GOING RIGHT TO
TERMINATE THIS SUBLEASE UPON TEN (10) DAYS' WRITTEN NOTICE SENT TO SUBLESSOR AT
ANY TIME FOLLOWING THE EXPIRATION OF THE NON-USE PERIOD BUT BEFORE THE FULL
RESTORATION TO THE SUBLEASED PREMISES, WHEREUPON SUCH TERMINATION RIGHT SHALL
LAPSE.
NOTWITHSTANDING THE FOREGOING, SUBLESSEE MAY TERMINATE THIS SUBLEASE
PRIOR TO THE EXPIRATION OF THE NON-USE PERIOD IN
25
THE EVENT OF AN OCCURRENCE OF A TRIGGER EVENT IF IT IS APPARENT THAT SUBLESSEE
WILL NOT HAVE USE OF THE ENTIRE SUBLEASED PREMISES BY THE EXPIRATION OF THE
NON-USE PERIOD.
In the event of any Trigger Event occurring during the last six (6) months of
the Initial Sublease Term or, if an applicable Extension Option has been
exercised, during the last six (6) months of any Extension Term, should the
Non-Use Period continue for thirty (30) consecutive days, Sublessee may elect to
exercise an on-going right to terminate this Sublease upon ten (10) days'
written notice sent to Sublessor at any time following the expiration of the
thirty (30) day Non-Use Period, but before the Full Restoration to the Subleased
Premises.
7.
FIRE AND OTHER CASUALTY.
SUBJECT TO
COMPLIANCE WITH TERMS AND CONDITIONS OF THE PRIME LEASE RELATING TO REPAIRS,
RECONSTRUCTION, AND RESTORATION, IN THE EVENT THE SUBLEASED PREMISES ARE DAMAGED
BY FIRE OR OTHER CASUALTY INSURED BY SUBLESSOR, SUBLESSOR AGREES TO PROMPTLY
RESTORE AND REPAIR THE SUBLEASED PREMISES AT SUBLESSOR'S EXPENSE, INCLUDING THE
SUBLESSOR'S WORK AND ANY OTHER IMPROVEMENTS TO BE INSURED BY SUBLESSOR, BUT ONLY
TO THE EXTENT SUBLESSOR RECEIVES INSURANCE PROCEEDS THEREFOR (PLUS THE AMOUNT OF
ANY DEDUCTIBLE IN THE INSURANCE CARRIED BY SUBLESSOR, WHICH DEDUCTIBLE WILL BE
PAID BY SUBLESSOR, IN ADDITION TO AVAILABLE INSURANCE PROCEEDS, TOWARD
RESTORATION COSTS), INCLUDING THE PROCEEDS FROM BOTH THE INSURANCE REQUIRED TO
BE CARRIED BY SUBLESSOR PURSUANT TO THE PRIME LEASE AND THIS SUBLEASE.
NOTWITHSTANDING THE FOREGOING, IN THE EVENT