Common use of Alternative Sublease Clause in Contracts

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if Ultra does not reasonably expect to obtain such Lease Consent with respect to a Lease Requiring Consent, Ultra shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Delta or its applicable Subsidiary to Delta or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). Ultra shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, Ultra shall sublease or cause its applicable Subsidiary to sublease to Delta or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that Ultra shall have no obligation to perform any obligations of such Landlord under such Lease and Delta shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) Ultra or its applicable Subsidiary shall use commercially reasonable efforts to enforce such Lease for the benefit of Delta or its applicable Subsidiary, at Delta’s or its applicable Subsidiary’s sole cost and expense (but in no event shall any member of the Ultra Group have an obligation to commence any Action against the relevant Landlord), (ii) Ultra shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Delta’s or its applicable Subsidiary’s rights thereunder, and (iii) subject to Section 2.13 of this Agreement, Ultra shall exercise such Lease rights as may be reasonably requested in writing by Delta or its applicable Subsidiary from time to time, at Ultra’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Delta against any Losses any Ultra Indemnitee may suffer in connection therewith.

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if Ultra CSC does not reasonably expect to obtain such Lease Consent with respect to a Lease Requiring Consent, Ultra CSC shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Delta Computer Sciences GS or its applicable Subsidiary to Delta Computer Sciences GS or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). Ultra CSC shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, Ultra CSC shall sublease or cause its applicable Subsidiary to sublease to Delta Computer Sciences GS or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that Ultra CSC shall have no obligation to perform any obligations of such Landlord under such Lease and Delta shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) Ultra or its applicable Subsidiary CSC shall use commercially reasonable efforts to enforce such Lease for the benefit of Delta Computer Sciences GS or its applicable Subsidiary, at DeltaComputer Sciences GS’s or its applicable Subsidiary’s sole cost and expense (but in no event shall any member of the Ultra Group have an obligation to commence any Action against the relevant Landlord)expense, (ii) Ultra CSC shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or DeltaComputer Sciences GS’s or its applicable Subsidiary’s rights thereunder, ; and (iii) subject to Section 2.13 of this Agreement, Ultra CSC shall exercise such Lease rights as may be reasonably requested in writing by Delta Computer Sciences GS or its applicable Subsidiary from time to time, at UltraComputer Sciences GS’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Delta Computer Sciences GS against any Losses any Ultra CSC Indemnitee may suffer in connection therewith.

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if Ultra Delta does not reasonably expect to obtain such Lease Consent with respect to a Lease Requiring Consent, Ultra Delta shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Delta Ultra or its applicable Subsidiary to Delta Ultra or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). Ultra Delta shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, Ultra Delta shall sublease or cause its applicable Subsidiary to sublease to Delta Ultra or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that Ultra Delta shall have no obligation to perform any obligations of such Landlord under such Lease and Delta Ultra shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) Ultra Delta or its applicable Subsidiary shall use commercially reasonable efforts to enforce such Lease for the benefit of Delta Ultra or its applicable Subsidiary, at DeltaUltra’s or its applicable Subsidiary’s sole cost and expense (but in no event shall any member of the Ultra Delta Group have an obligation to commence any Action against the relevant Landlord), (ii) Ultra Delta shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or DeltaUltra’s or its applicable Subsidiary’s rights thereunder, and (iii) subject to Section 2.13 of this Agreement, Ultra Delta shall exercise such Lease rights as may be reasonably requested in writing by Delta Ultra or its applicable Subsidiary from time to time, at UltraDelta’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Delta Ultra against any Losses any Ultra Delta Indemnitee may suffer in connection therewith.

Alternative Sublease. If, at any time, time the relevant Lease Consent is expressly refused or if Ultra does not reasonably expect refused, and provided HBI has otherwise discharged its obligations under Section 1.3 with regards to obtain obtaining such Lease Consent with respect to a Lease Requiring Consent, Ultra shall use commercially Xxxx Xxx may, in its reasonable efforts discretion, by written notice to HBI, elect to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Delta HBI or its applicable Subsidiary to Delta HBI or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). Ultra If Xxxx Xxx makes such an election, Xxxx Xxx shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, Ultra Xxxx Xxx shall sublease or cause its applicable Subsidiary to sublease to Delta HBI or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that Ultra Xxxx Xxx shall have no obligation to perform any obligations of such Landlord under such Lease and Delta shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) Ultra or its applicable Subsidiary Xxxx Xxx shall use commercially reasonable best efforts to enforce such Lease for the benefit of Delta or its applicable SubsidiaryHBI, at Delta’s or its applicable SubsidiaryHBI’s sole cost and expense (but in no event shall any member of the Ultra Group have an obligation to commence any Action against the relevant Landlord)expense, (ii) Ultra Xxxx Xxx shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Delta’s or its applicable SubsidiaryHBI’s rights thereunder, ; and (iii) subject to Section 2.13 1.13 of this Agreement, Ultra Xxxx Xxx shall exercise such Lease rights as may be reasonably requested in writing by Delta or its applicable Subsidiary HBI from time to time, at Ultra’s or its applicable SubsidiaryHBI’s sole cost and expense and subject to indemnification from Delta HBI against any Losses any Ultra Xxxx Xxx Indemnitee may suffer in connection therewith.

Alternative Sublease. If, at any time, the relevant Lease Consent is expressly refused or if Ultra CSC does not reasonably expect to obtain such Lease Consent with respect to a Lease Requiring Consent, Ultra CSC shall use commercially reasonable efforts to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Delta CSRA or its applicable Subsidiary to Delta CSRA or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). Ultra CSC shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, Ultra CSC shall sublease or cause its applicable Subsidiary to sublease to Delta CSRA or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that Ultra CSC shall have no obligation to perform any obligations of such Landlord under such Lease and Delta shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) Ultra or its applicable Subsidiary CSC shall use commercially reasonable efforts to enforce such Lease for the benefit of Delta CSRA or its applicable Subsidiary, at DeltaCSRA’s or its applicable Subsidiary’s sole cost and expense (but in no event shall any member of the Ultra Group have an obligation to commence any Action against the relevant Landlord)expense, (ii) Ultra CSC shall not terminate or otherwise Exhibit 10.3 amend such Lease so as to materially adversely affect such subleased premises or DeltaCSRA’s or its applicable Subsidiary’s rights thereunder, and (iii) subject to Section 2.13 of this Agreement, Ultra CSC shall exercise such Lease rights as may be reasonably requested in writing by Delta CSRA or its applicable Subsidiary from time to time, at UltraCSRA’s or its applicable Subsidiary’s sole cost and expense and subject to indemnification from Delta CSRA against any Losses any Ultra CSC Indemnitee may suffer in connection therewith.

Alternative Sublease. If, at any time, time the relevant Lease Consent is expressly refused or if Ultra does not reasonably expect refused, and provided HBI has otherwise discharged its obligations under Section 1.3 and Section 1.14 with regards to obtain obtaining such Lease Consent with respect to a Lease Requiring Consent, Ultra shall use commercially Sxxx Xxx may, in its reasonable efforts discretion, by written notice to HBI, elect to sublease (using an instrument substantially in the form of Exhibit 4 attached to this Agreement) all of the relevant Leased Real Property with respect to a Lease Requiring Consent utilized by Delta HBI or its applicable Subsidiary to Delta HBI or such Subsidiary for the remainder of the term of the Lease (or, if required by Landlord, for a period equal to substantially all of the remainder of the term of such Lease). Ultra If Sxxx Xxx makes such an election, Sxxx Xxx shall apply to the relevant Landlord for the Lease Consent with respect to such sublease, and, on the grant of such Lease Consent, Ultra Sxxx Xxx shall sublease or cause its applicable Subsidiary to sublease to Delta HBI or its applicable Subsidiary (subject to reasonable creditworthy requirements) the relevant Leased Real Property for the remainder of the term of the Lease Requiring Consent, at a rent equal to the rent (including all additional rent and other charges, fees, expenses and costs charged under the applicable Lease) from time to time under the Lease Requiring Consent, but otherwise on substantially the same terms and conditions as the Lease Requiring Consent, except to the extent inconsistent with this Agreement and except that Ultra Sxxx Xxx shall have no obligation to perform any obligations of such Landlord under such Lease and Delta shall look only to such Landlord for such obligations, to the extent of Landlord’s obligations under the relevant Lease. The sublease shall provide that (i) Ultra or its applicable Subsidiary Sxxx Xxx shall use commercially reasonable best efforts to enforce such Lease for the benefit of Delta or its applicable SubsidiaryHBI, at Delta’s or its applicable SubsidiaryHBI’s sole cost and expense (but in no event shall any member of the Ultra Group have an obligation to commence any Action against the relevant Landlord)expense, (ii) Ultra Sxxx Xxx shall not terminate or otherwise amend such Lease so as to materially adversely affect such subleased premises or Delta’s or its applicable SubsidiaryHBI’s rights thereunder, ; and (iii) subject to Section 2.13 1.13 of this Agreement, Ultra Sxxx Xxx shall exercise such Lease rights as may be reasonably requested in writing by Delta or its applicable Subsidiary HBI from time to time, at Ultra’s or its applicable SubsidiaryHBI’s sole cost and expense and subject to indemnification from Delta HBI against any Losses any Ultra Sxxx Xxx Indemnitee may suffer in connection therewith.