FIRM, SHALL
HAVE BEEN DELIVERED TO LANDLORD AT LEAST TEN (10) DAYS PRIOR TO THE EFFECTIVE
DATE OF ANY SUCH MERGER OR CONSOLIDATION, OR ACQUISITION AND ASSUMPTION, AS THE
CASE MAY BE.
15.7
ASSUMPTION OF OBLIGATIONS.
ANY TRANSFEREE SHALL, FROM AND AFTER THE
EFFECTIVE DATE OF THE ASSIGNMENT, ASSUME ALL OBLIGATIONS OF TENANT UNDER THIS
LEASE WITH RESPECT TO THE TRANSFERRED SPACE AND SHALL BE AND REMAIN LIABLE
JOINTLY AND SEVERALLY WITH TENANT FOR THE PAYMENT OF BASE RENT AND ADDITIONAL
RENT, AND FOR THE PERFORMANCE OF ALL OF THE TERMS, COVENANTS, CONDITIONS AND
AGREEMENTS HEREIN CONTAINED ON TENANT'S PART TO BE PERFORMED FOR THE TERM AS IT
RELATES TO THE TRANSFERRED SPACE.
NO ASSIGNMENT SHALL BE BINDING ON LANDLORD
UNLESS TENANT COMPLIES WITH THE PROVISIONS OF THIS ARTICLE 15 AND DELIVERS TO
LANDLORD A COUNTERPART OF THE ASSIGNMENT AND AN INSTRUMENT THAT CONTAINS A
COVENANT OF ASSUMPTION REASONABLY SATISFACTORY IN SUBSTANCE AND FORM TO
LANDLORD, AND CONSISTENT WITH THE REQUIREMENTS OF THIS SECTION.
15.8
INSOLVENCY OR BANKRUPTCY.
IN NO EVENT SHALL THIS LEASE BE ASSIGNED
OR ASSIGNABLE BY OPERATION OF LAW OR BY VOLUNTARY OR INVOLUNTARY BANKRUPTCY
PROCEEDINGS OR OTHERWISE AND IN NO EVENT SHALL THIS LEASE OR ANY RIGHTS OR
PRIVILEGES HEREUNDER BE AN ASSET OF TENANT UNDER ANY BANKRUPTCY, INSOLVENCY,
REORGANIZATION OR OTHER DEBTOR RELIEF PROCEEDINGS.
40
15.9
RECOVERY OF PREMISES.
IF LANDLORD SHALL RECOVER OR COME INTO
POSSESSION OF THE PREMISES BEFORE THE DATE HEREIN FIXED FOR THE TERMINATION OF
THIS LEASE, LANDLORD SHALL HAVE THE RIGHT, AT ITS OPTION, TO TAKE OVER ANY AND
ALL SUBLEASES OF THE PREMISES OR ANY PART THEREOF MADE BY TENANT AND TO SUCCEED
TO ALL THE RIGHTS OF SAID SUBLEASES OR SUCH OF THEM AS IT MAY ELECT TO TAKE
OVER.
TENANT HEREBY EXPRESSLY ASSIGNS AND TRANSFERS TO LANDLORD SUCH OF THE
SUBLEASES AS LANDLORD MAY ELECT TO TAKE OVER AT THE TIME OF SUCH RECOVERY OF
POSSESSION, SUCH ASSIGNMENT AND TRANSFER NOT TO BE EFFECTIVE UNTIL THE
TERMINATION OF THIS LEASE OR RE-ENTRY BY LANDLORD HEREUNDER OR IF LANDLORD SHALL
OTHERWISE SUCCEED TO TENANT'S INTEREST IN THE PREMISES, AT WHICH TIME TENANT
SHALL UPON REQUEST OF LANDLORD, EXECUTE ACKNOWLEDGE AND DELIVER TO LANDLORD SUCH
FURTHER ASSIGNMENTS AND TRANSFERS AS MAY BE NECESSARY TO VEST IN LANDLORD THE
THEN EXISTING SUBLEASES.
EACH SUBLETTING HEREUNDER IS SUBJECT TO THE CONDITION
AND BY ITS ACCEPTANCE OF AND ENTRY INTO A SUBLEASE, EACH SUBTENANT THEREUNDER
SHALL BE DEEMED CONCLUSIVELY TO HAVE THEREBY AGREED FROM AND AFTER THE
TERMINATION OF THIS LEASE OR RE-ENTRY BY LANDLORD HEREUNDER OR IF LANDLORD SHALL
OTHERWISE SUCCEED TO TENANT'S INTEREST IN THE PREMISES, THAT SUCH SUBTENANT
SHALL WAIVE ANY RIGHT TO SURRENDER POSSESSION OR TERMINATE THE SUBLEASE AND, AT
LANDLORD'S ELECTION, SUCH SUBTENANT SHALL BE BOUND TO LANDLORD FOR THE BALANCE
OF THE TERM OF SUCH SUBLEASE AND SHALL ATTORN TO AND RECOGNIZE LANDLORD AS ITS
LANDLORD UNDER ALL OF THE THEN EXECUTORY TERMS OF SUCH SUBLEASE, EXCEPT THAT
LANDLORD SHALL NOT (I) BE LIABLE FOR