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ASC -Tenant Sublease Agreement - Page 4 12. ABANDONMENT. Tenant shall not vacate or abandon the Premises at any time during the term of this Sublease; and if Tenant shall abandon, vacate or surrender the Premises or be dispossessed by process of law or otherwise, any personal property belonging to Tenant left on the Premises shall be deemed to be abandoned and shall disposed of by ASC at its discretion. 13. UTILITIES. Tenant shall pay before delinquency all charges for utilities or other services used by Tenant or anyone claiming under it_ 14. ENTRY AND INSPECTION- Tenant shall permit ASC and its respective agents to enter into and upon the Premises at all reasonable times for the purpose of inspecting the same or for the purpose of making repairs, alterations or additions to any other portion of Grand Central. 15. DAMAGE AND DESTRUCTION OF PREMISES. In the event of (a) partial or total destruction of the Premises or the building containing same during the Term which requires repairs to either the Premises or building, or (b) the Premises or building being declared unsafe or unfit for occupancy or occupation, which declaration requires repairs to either the Premises or building, ASC shall notify Tenant within sixty (60) days of such damage or declaration whether the ASC intends to repair or restore the building or the Premises or to cancel the Sublease. Damage to the Premises shall not terminate this Sublease unless ASC provides notice to Tenant of its intent not to rebuild or restore the Premises- In the event of damage to the Premises or a governmental declaration requiring repairs be made, Tenant shall be entitled to a proportionate reduction of the Monthly Rent while repairs are being made, such reduction shall proportional to the extent to which the ASC determines that the damage or repairs shall interfere with the business carried on by Tenant in the Premises. 16. CATASTROPHE. Neither Tenant nor ASC shall be liable for the failure to perform their respective obligations under this Sublease when such failure is caused by fire, explosion, water, acts of God or inevitable accident, civil disorder or disturbances, strikes, vandalism, war, riot, weather, governmental rules or regulations, or like causes beyond the control of each party, nor for real or personal property destroyed or damaged due to such causes. 17. ASSIGNMENT AND SUBLEASE. Tenant shall not sublease the Premises or any part thereof, without first obtaining the prior written consent of ASC. Any attempt to sublease the Premises or to assign the Sublease without the written consent of ASC shall be a breach of the Sublease and shall be null and void. 18. DEFAULT. The occurrence of any one or more of the following events shall constitute a default and breach of this Sublease by Tenant. A. The failure by Tenant to make any payment of Rent, as and when due, where such failure shall continue for a period of three (3) days after receipt by Tenant of written notice from ASC of such failure. B. The failure by Tenant to observe or perform any of the non-monetary obligations of this Sublease where such failure shall continue for a period of ten (10) days after receipt by Tenant of written notice from ASC of such failure; provided, however, that if the nature of the condition is such that more than ten (10) days are reasonably required for Tenant's performance, then Tenant shall not be deemed to be in default if Tenant