Health Net 2009 Annual Report Download - page 451

(e) Notwithstanding any assignment or subletting, Tenant and any guarantor or surety of Tenant’s obligations under this Lease
shall at all times during the initial term and any subsequent renewals or extensions remain fully responsible and liable for the payment
of the rent and for compliance with all of Tenant’s other obligations under this Lease. In the event that the Rent due and payable by a
sublessee or assignee (or a combination of the rental payable under such sublease or assignment, plus any bonus or other
consideration therefor or incident thereto), net of any commissions, tenant allowances, attorneys’ fees or other costs incurred by
Tenant in connection with such sublease or assignment, exceeds the Rent payable under this Lease, then Tenant shall be bound and
obligated to pay Landlord, as additional rent hereunder, fifty percent (50%) of such excess Rent and other excess consideration within
ten (10) days following receipt thereof by Tenant.
(f) If this Lease is assigned or if the Premises is subleased (whether in whole or in part), or in the event of the mortgage, pledge,
or hypothecation of Tenant’s leasehold interest, or grant of any concession or license within the Premises, or if the Premises are
occupied in whole or in part by anyone other than Tenant, then upon a monetary default by Tenant hereunder (beyond applicable
notice and cure periods) Landlord may collect Rent from the assignee, sublessee, mortgagee, pledgee, party to whom the leasehold
interest was hypothecated, concessionee or licensee or other occupant and, except to the extent set forth in the preceding paragraph,
apply the amount collected to the next Rent payable hereunder; and all such Rent collected by Tenant shall be held in deposit for
Landlord and immediately forwarded to Landlord. No such transaction or collection of Rent or application thereof by Landlord,
however, shall be deemed a waiver of these provisions or a release of Tenant from the further performance by Tenant of its covenants,
duties, or obligations hereunder.
(g) If Tenant effects an assignment or sublease or requests the consent of Landlord to any proposed assignment or sublease, then
Tenant shall, upon demand, pay Landlord a non-refundable administrative fee of Five Hundred Dollars ($500.00), plus any
reasonable attorneys’ and paralegal fees and costs incurred by Landlord in connection with such assignment or sublease or request for
consent. Acceptance of the Five Hundred Dollars ($500.00) administrative fee and/or reimbursement of Landlord’s attorneys’ and
paralegal fees shall in no event obligate Landlord to consent to any proposed assignment or sublease.
(h) Notwithstanding any provision of this Lease to the contrary, in the event this Lease is assigned to any person or entity
pursuant to the provisions of the Bankruptcy Code, any and all monies or other consideration payable or otherwise to be delivered in
connection with such assignment shall be paid or delivered to Landlord, shall be and remain the exclusive property of Landlord and
shall not constitute the property of Tenant or Tenant’s estate within the meaning of the Bankruptcy Code. All such money and other
consideration not paid or delivered to Landlord shall be held in trust for the benefit of Landlord and shall be promptly paid or
delivered to Landlord.
(a) Events of Default. The occurrence of any one or more of the following events shall constitute an event of default (herein so
called) under this Lease by Tenant: (i) the failure by Tenant to make any payment of Rent or any other payment required to be made
by Tenant hereunder, where such failure continues for five (5) days after written notice thereof from Landlord that such payment was
not received; (ii) the failure by Tenant to observe or perform any of the express or implied covenants or provisions of this Lease to be
observed or performed by Tenant, other than monetary failures as specified in clause (i) Paragraphs 12(a)(i) above, where such failure
shall continue for a period of fifteen (15) days after written notice thereof from Landlord to Tenant; provided, however, that if the
nature of Tenant’s default is such that more than fifteen (15) days are reasonably required for its cure, then Tenant shall not be
deemed to be in default if Tenant shall commence such cure within said fifteen (15) day period and thereafter diligently prosecute
such cure to completion, which completion shall occur not later than sixty (60) days from the date of such notice from Landlord;
(iii) the making by Tenant or any guarantor hereof of any general assignment for the benefit of creditors, (iv) the filing by or against
Tenant or any guarantor hereof of a petition to have Tenant or any guarantor hereof adjudged a bankrupt or a petition for
reorganization or arrangement under any law relating to bankruptcy (unless, in the case of a petition filed against Tenant or any
guarantor hereof, the same is dismissed within sixty (60) days), (v) the appointment of a trustee or receiver to take possession of
substantially all of Tenant’s assets located at the Premises or of Tenant’s interest in this Lease or of substantially all of guarantor’s
assets, where possession is not restored to Tenant or guarantor within sixty (60) days, or (vi) the attachment, execution or other
j
udicial seizure of substantially all of Tenan
t
’s assets located at the Premises or of substantially
21
12. DEFAULT