|
given to Tenant, this Lease shall terminate. If Tenant proposes to sublet all or part of the Pre-
<br />mises, Owner may, at its option, upon written notice to Tenant within 30 days after Owner's receipt
<br />of the information specified in Section 13F hereof, elect to recapture such portion of the Premises
<br />as Tenant proposed to sublet, and within 60 days after notice of such election has been given to
<br />Tenant, this Lease shall terminate as to the portion of the.Premises recaptured; if only a portion
<br />of the Premises is recaptured, the rent payable under this lease shall be proportionately reduced.
<br />If all or a portion of the Premises is recaptured by Owner pursuant to this Section, Tenant hereby
<br />agrees to promptly execute a termination agreement for the purpose of setting forth the termination
<br />date with respect to the Premises (or the recaptured portion thereof) and prorating the rent and
<br />other charges to such date.
<br />Notwithstanding the foregoing, if Owner exercises its right to recapture under this Section, Owner
<br />shall not lease any part of the recaptured space to the proposed (by Tenant) assignee or subtenant
<br />for any period within the remainder of the term of this Lease.
<br />H. If Owner does not elect to recapture pursuant to Section 13G, Tenant may thereafter enter into a
<br />valid assignment or sublease with respect to the Premises, provided that Owner consents thereto pur-
<br />suant to this Article, and provided further that (1) such assignment or sublease is executed within
<br />90 days after Owner has given its consent to same, (2) Tenant pays (or causes to be paid) all
<br />amounts owed to Owner under Sections 13C and 13D of this Lease, (3) Tenant is not in default under
<br />this Lease as of the effective date of the assignment or sublease, (4) there have been no material
<br />changes (since the date on which Owners consent was given) with respect to the financial condition
<br />of the proposed subtenant or assignee or the business which said party plans to conduct on the Pre -
<br />mises,'and (5) a fully executed original of such assignment or sublease (either of which shall
<br />state that the assignee or subtenant agrees to be bound by all of the terms, covenants, and condi-
<br />tions of this lease) is delivered promptly to Owner.
<br />1. Tenant agrees to fully defend and indemnify Owner with respect to all costs (including attor-
<br />neys' fees expended by Owner in connection with any such claim) and liability for compensation
<br />claimed by any broker or agent employed by Tenant in connection with say assignment, subletting or
<br />other transfer of Tenant's interest under this lease.
<br />J. The voluntary or other surrender of this lease by Tenant or a mutual termination hereof shall
<br />not work a merger, and shall, at Owners option, either terminate all or any existing subleases or
<br />subtenancies, or shall operate as an assignment to Owner of Tenant's interest under such subleases
<br />or subtenancies.
<br />ARTICLE 14. INIGNIFICATION AND NW-LIABILITY OF OWT7M
<br />Tenant shall fully indemnify Owner against all claims, damages, losses, costs, liabilities and
<br />expenses (including attorneys' fees and related costs), however caused, arising in whole or in part
<br />from Tenant's use of the Property or the conduct of Tenant's business, or from any activity, work,
<br />or thing done, permitted or suffered by Tenant (or by any invitee, servant, agent, employee or
<br />subtenant of Tenant) on the Property, and shall further indemnify Owner against all claims arising
<br />in whole or in part from any breach or default in the performance of any obligations on Tenant's
<br />part to be performed under the terms of this Lease or arising in whole or in part from any act,
<br />neglect, fault or omission by Tennant (or by any invitee, servant, agent, employee or subtenant of
<br />Tenant) anywhere an the Property; and if any action or proceeding is brought against Owner by reason
<br />of any such claim, Tenant (upon notice from Owner) shall fully defend the same at Tenant's expense
<br />by counsel reasonably satisfactory to Owner. The foregoing indemnity shall not require payment as a
<br />condition precedent to recovery, and shall survive the expiration or earlier termination of the
<br />Lease with respect to claims arising from acts or omissions which occurred prior to such expires
<br />tion or earlier termination.
<br />Tenant, as a material part of the consideration to Owner, hereby assumes all risk of damage to prop-
<br />erty, injury and death of persons, and all claims of any other nature resulting from Tenant's use of
<br />the Premises or the Property, and Tenant hereby waives all claims in respect thereof against Owner.
<br />Neither Owner nor its agents or employees shall be liable for any damage to property of Tenant
<br />entrusted to any employee or agent of Owner, nor for loss of or damage to any property of Tenant by
<br />theft or otherwise. Owner shall not be liable for any injury or damage to persons or property
<br />resulting from any cause, including but not limited to fire, explosion, falling plaster, steam, gas,
<br />electricity, water or rain which may leak from any part of the Property or from the pipes,
<br />appliances or plumbing works therein or from the roof of any structure on the Property, or from any
<br />streets or subsurfaces on or adjacent to the Property, or from any other place, or resulting from
<br />MAR 1988
<br />-8-
<br />
|