DEFAULT. If Sublandlord shall receive a notice from Prime Landlord, which default arises out of or is in connection with Subtenant’s actions or failure to act under this Sublease, then Sublandlord, after ten (10) days’ written notice to Subtenant and without waiving or releasing Subtenant from any obligation contained in this Sublease, may, but shall be under no obligation to, make any such payment or perform any such act on Subtenant’s part to be made or performed as provided in this Sublease in order to cure the default under the Prime Lease, and may enter upon the Subleased Premises for such purpose and take all such other actions as may be necessary therefor. All sums paid by Sublandlord and all costs and expenses incurred by Sublandlord in connection with the performance of any such act, together with interest thereon at the Interest Rate, from the respective dates of Sublandlord’s making of each such payment or incurring of each such cost and expense, shall constitute Additional Rent payable by Subtenant, without set-off or deduction, and shall be paid by Subtenant to Sublandlord within fifteen (15) days after demand therefor.

If Subtenant shall default in the performance of any of its obligations hereunder, beyond any applicable notice and cure periods, Sublandlord at its option may perform such obligations and, if necessary, enter the Subleased Premises for such purpose. Subtenant shall pay to Sublandlord, within ten (10) days of Sublandlord’s written demand, the amount of all costs and expenses reasonably incurred by Sublandlord in the performance of any such obligations. Any action taken by Sublandlord pursuant to this

If any Default or Event of Default described in the Prime Lease shall occur in respect of Subtenant or Subtenant’s property, or if Subtenant shall default in the payment of rent or additional rent hereunder or in the performance or observance of any of the terms, covenants and conditions of this Sublease Agreement or of the Prime Lease on the part of Subtenant to be performed or observed all beyond any applicable notice and cure periods, Sublandlord shall be entitled to exercise any and all remedies available at law or in equity and/or any or all of the rights and remedies reserved by Prime Landlord in the Prime Lease, including but not limited to those rights and remedies provided by the Prime Lease, which Sections are hereby incorporated herein by reference as if fully set forth herein and as if Sublandlord were the “Landlord” and Subtenant were the “Tenant.” Notwithstanding the foregoing or anything herein or in the Master Lease to the contrary, in the event any payments required hereunder are not paid when due, the same shall not constitute a Default or Event of Default unless Subtenant’s failure to pay continues for five (5) days after written notice from Sublandlord to Subtenant of such late payment for the first late payment in any given twelve (12) month period and in the event of a second late payment in the same twelve (12) month notice the Default or Event of Default shall be automatic without the requirement of notice.

commence curing such default within such ten (10) day period and shall thereafter cure such default with reasonable diligence (not to exceed, in any event, sixty (60) days). If Sublandlord makes any reasonable expenditure or incurs any obligation for the payment of money in connection therewith (including, without limitation, attorneys’ fees and disbursements, in instituting, prosecuting or defending any action or proceeding), then such sums paid, or obligations incurred, with interest (in each such case at the rate of 1.5% per month, but such interest rate shall not in any event exceed the maximum rate permitted by law) shall be deemed to be Additional Rent under this Sublease and shall be paid by Subtenant to Sublandlord within five (5) days after Sublandlord’s demand therefor.

DEFAULT. In the event of any failure of Subtenant to pay the rent or additional rent due hereunder, for more than five (5) days after written notice from Sublandlord that the same is due (provided that if Sublandlord has provided Subtenant with 2 notices in any 12 month period of such default, then Sublandlord shall not be required to provide any further written notices if Subtenant’s subsequently fails to pay rent or additional rent when due), or if Subtenant abandons or vacates all of any portion of the Premises for any reason other than the occurrence of an alteration or a casualty or condemnation, unless Subtenant can and does pay all reasonable costs that Sublandlord may suffer or incur by reason of the abandonment or vacancy of the Premises, or any failure to commence and diligently pursue the performance of any of the other terms, covenants, and conditions of this Sublease to be observed and performed by Subtenant for more than thirty (30) days after written notice of such default (provided that if cure reasonably takes more than thirty (30) days, Subtenant shall have such additional time as is reasonably needed, as long as Subtenant commences the cure promptly after written notice of the default from Sublandlord and thereafter diligently pursues the cure to completion), or if the Subtenant's interest herein shall be sold under execution, then Sublandlord, at its option, may terminate this Sublease without further notice to Subtenant and upon such termination Subtenant shall quit and surrender the Premises to Sublandlord, but such termination shall not affect the Sublandlord's right, subject to the terms and conditions of this Sublease, to recover damages or exercise any other right hereinafter provided; however, in lieu of terminating this Sublease, Sublandlord may elect to recover possession of the Premises without terminating this Sublease and Sublandlord shall have the right to re-enter the Premises and to remove all persons or property therefrom and store any property in a public warehouse or elsewhere at the cost and for the account of Subtenant, all without service of notice, except as notice is in this Paragraph 23 required, or resort to legal process, and Sublandlord shall not be liable for any loss or damage resulting from such re-entry nor shall Sublandlord be deemed guilty of trespass therefor. In the event of termination of this Sublease or a re-entry of the Premises pursuant to this Paragraph 23, Sublandlord may re-let the whole or any part of the Premises on behalf of Subtenant for a period equal to, greater or less than the remainder of the then term of this Sublease, at such rental and upon such terms and conditions as Sublandlord shall deem reasonable. Sublandlord shall not be liable in any respect for the failure to relet the Premises or in the event of such reletting, for failure to collect the rent thereunder and any sums received by Sublandlord on a reletting shall belong to Sublandlord. In the event of a termination of this Sublease, Sublandlord shall forthwith be entitled to recover from Subtenant, as liquidated damages, the amount by which the sum of # rent and additional rent payable for the remainder of the term of this Sublease; and # all reasonable out-of-pocket expenses of Sublandlord actually incurred in recovering possession of the Premises and reletting the same including costs of repair and renovating the Premises, management agents' commissions and fees, Court costs and reasonable attorneys' fees, exceed the fair rental value of the Premises. Subtenant hereby expressly waives its right to any notice to quit under the statutes relating to summary process or any statutes which may be enacted for recovery of possession of Premises. If Subtenant vacates or abandons the Premises prior to the expiration of the term of this Sublease, the same shall not be a default by Subtenant as long as Subtenant complies with all of the terms of this Sublease, but in that event, Sublandlord may re-take possession of the Premises from Subtenant without affecting Subtenant’s obligations under this Sublease, in which event Subtenant shall have no further right to possess the Premises.

Right to Cure Subtenant’s Default. If Subtenant shall default in the observance or performance of any term or covenant of this Sublease on Subtenant’s part to be observed or performed, and if such default has not been cured following ten (10) days’ notice to Subtenant, then Sublandlord may, immediately or at any time thereafter, perform the same for the account of Subtenant. Notwithstanding the preceding provisions of this Section, if: # a default of Subtenant hereunder does not constitute a default under the Prime Lease; # such default cannot reasonably be cured within such ten (10) day period; and # such default does not involve Subtenant’s failure to pay any amount to Sublandlord pursuant to this Sublease, then Sublandlord shall not be entitled to exercise its remedies pursuant to this Section if Subtenant shall ​ = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION # IS NOT MATERIAL AND # WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.

If Subtenant fails # to pay any sum payable under the Sublease when due, and such failure shall continue for a period of 5 business days after its due date, or # to perform or comply with any non-monetary term, covenant or condition under this Sublease within 15 days after written notice from Sublandlord to Subtenant describing the failure to perform or comply, then Sublandlord may make such payment or perform such other obligation of Subtenant in such manner and to such extent as Sublandlord shall deem necessary, and in exercising this right Sublandlord may pay any incidental costs and expenses, employ attorneys and other professionals, and incur and pay attorneys’ fees and other costs reasonably required in connection therewith (collectively, “Remedy Costs”). Subtenant shall pay to Sublandlord upon demand all Remedy Costs paid by Sublandlord in exercising its rights pursuant to this Section 12, together with interest thereon at the lesser of 12% or the highest amount permitted by law. Notwithstanding the foregoing, where any Subtenant failure under subpart # above cannot reasonably be cured within such 15-day period, Subtenant shall not be in default if Subtenant commences to cure the failure within the 15-day period and thereafter diligently prosecutes such cure to completion, which completion shall occur not later than the time permitted for such cure under the Master Lease.

If Sublandlord receives any notice from Master Landlord regarding a default of Sublandlord under the Master Lease, Sublandlord shall immediately provide Subtenant written notice of the same, including a copy of the notice from Master Landlord. If such default under the Master Lease concerns any obligation of Sublandlord to pay monies under the Master Lease, Subtenant shall have the right, but not the obligation, upon written notice to Sublandlord, and without waiving or releasing Sublandlord from any obligations of Sublandlord hereunder, to make such payment directly to Master Landlord if Sublandlord does not pay the same within 30 days after Sublandlord receives written demand therefor from Master Landlord. Sublandlord shall pay to Subtenant upon demand all sums so paid by Subtenant pursuant to this Section 13. Subtenant shall have the right to apply any amounts owing to Subtenant pursuant to the foregoing sentence against Subtenant’s obligation to pay Rent hereunder.

Except where a specific time period is otherwise set forth for Subtenant’s performance in this Sublease or Sublandlord’s performance under the Prime Lease, in which event the failure to perform by Subtenant within such time period shall be a default under this Paragraph 10.b, Subtenant fails to perform or observe any of its other requirements under this Sublease and such failure shall continue for a period of thirty (30) days after written notice thereof from Sublandlord to Subtenant, or such longer period as may be reasonably required to cure such violation or failure if the same is not able to be cured within such thirty (30) day period, provided Subtenant is diligently pursuing such cure and provided further that the continuance of which will not subject Sublandlord or Landlord to the risk of criminal liability, cause a termination of the Sublease or the Prime Lease, or cause a default by Sublandlord under the Prime Lease; or