World Trade Center records folder, 2001

NYC 9/11 Public Portal Document

147

the obligations of Tenant hereunder and shall cause a written assumption agreement

(in form satisfactory to Landlord) to be delivered to Landlord (the assumption shall

not constitute a release of Tenant's or any prior assignee's obligations under this

Lease);

(b) The sublease shall expressly provide that it is subject and

subordinate to this Lease and to the matters to which this Lease is or shall be

subordinate, and that, in the event of termination, re-entry or dispossession by

Landlord under this Lease, Landlord may, at its option, take over any of the right,

title and interest of Tenant, as sublandlord, under such sublease, and the proposed

subtenant shall, at Landlord's option, attorn to Landlord pursuant to the then

executory provisions of such sublease, except that Landlord shall not (i) be liable for

any previous act or omission of Tenant under such sublease, (ii) be subject to any

counterclaim, offset for defense, not expressly provided in such sublease, which

theretofore accrued to such subtenant against Tenant, or (iii) be bound by any

previous modification of such sublease or by any previous prepayment of more than

one (1) month's rent (it being acknowledged and agreed, however, that the provisions

of this subdivision shall be self-operative, and that no further instrument shall be

required to give effect to this provision);

(c) The proposed subtenant shall use and occupy the Demised

Premises only for the uses set forth in this Lease, and for no other use;

(d) The subtenant or assignee, shall have no ri ght whatsoever to

sublet the Demised Premises or any portion thereof or to assign its interest in the subsection the term sublease or the Lease, as the case may be (for the purpose of this

NYC-WTC 000136526