Res 2007-159 - Laserfiche WebLink

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ARTICLE XVI. Section 16.1. Assignment and Subletting. Tenant shall not assign or in any manner transfer this lease or any estate or interest therein, by operation of law or otherwise, or sublet the Demised Premises or any part thereof, or grant any license, concession or other right of occupancy of any portion of the Demised Premises without the prior written consent of Landlord, which Landlord shall not unreasonably withhold. Upon any violation of this provision, this Lease shall terminate, at Landlord's option. Consent by Landlord to one or more assignments or subletting shall not operate as a waiver of Landlord's rights as to any subsequent assignments and subletting. Any assignment or sublease shall be only for the purposes specified in Section 1.1 (q) hereof and for no other purpose, it being stipulated and agreed that Tenant's agreement to use the Demised Premises for such purposes constitutes a material inducement to Landlord to enter into this Lease and that the use of the Demised Premises for any other purpose (without Landlord's consent) will substantially disrupt the Tenant mix or balance in the Shopping Center. In no event shall any assignment or sublease of the Demised Premises relieve or release Tenant or any guarantor of this Lease from any obligations under this Lease. Landlord shall be permitted to enforce the provisions ofthis instrument against the undersigned Tenant and/or any assignee without demand upon or proceeding in any way against any other person. Tenant shall reimburse Landlord for Landlord's reasonable expenses incurred by Landlord in conjunction with any request by Tenant for assignment or subletting. In addition to, but not in limitation of, Landlord's right to approve of any Subtenant or assignee, Landlord shall have the option, in its sole discretion, in the event of any proposed subletting or assignment, to terminate this Lease, or in the case of a proposed subletting of less than the entire Leased Premises, to recapture the portion of the Leased Premises to be sublet, as of the date the subletting or assignment is to be effective. The option shall be exercised, if at all, by Landlord giving Tenant written notice thereof within thirty (30) days following Landlord's receipt of Tenant's written notice of its desire to sublet or assign. If this Lease shall be terminated with respect to the entire Leased Premises pursuant to this Paragraph, the Lease shall terminate on the date stated in Tenant's notice as the effective date ofthe sublease or assignment as ifthat date had been originally fixed in the Lease for the expiration of the same. Further, upon any such termination, Landlord and Tenant shall have, no further obligations or liabilities to each other under this Lease, except with respect to obligations or liabilities which accrued hereunder as of such termination date (in the same manner as if such termination date were the date originally fixed in the Lease for expiration of the Lease). If Landlord recaptures under this Section only a portion of the Leased Premises, the rent during the unexpired term of the Lease shall abate proportionately based on the rent per square foot contained in this Lease and of the date immediately prior to such recapture. Tenant shall have the right, within ten (10) days following written notice of Landlord's intention to terminate the Lease as to all or any portion of the Leased Premises, to withdraw, by written notice to Landlord, its proposal to sublease or assign, in which event Landlord's option to terminate the Lease by reason of such proposed transfer shall not be effective and the parties shall continue to observe and be bound by the terms of the Lease. In the event of the recapture of a portion of the Premises by Landlord pursuant to the terms of this paragraph, Landlord shall pay all costs associated with the separation of the recaptured premises from the portion not recaptured, including but without limitation, the cost of all demising partitions, changes in lighting and HV AC distribution systems and all reasonable architectural and/or engineering fees. Section 16.2. Continuing Obligations. Notwithstanding any assignment or subletting Tenant and any guarantor of Tenant's obligations under this Lease shall at all times remain fully responsible and liable for the payment of the rent herein specified and for compliance with all of its other obligations under this Lease (even if future assignments and subletting occur subsequent to the assignment or subletting by Tenant, and regardless of whether or not Landlord's approval has been obtained for such future assignments and subletting). Moreover, in the event that the rental due and payable by a Subtenant (or a combination of the rental payable under such sublease plus any bonus or INlTlAL~