OF THE RIGHTS GRANTED UNDER THIS LEASE.
8.
ASSIGNMENT AND SUBLETTING.
8.1.
ASSIGNMENT AND SUBLETTING.
TENANT SHALL NOT ASSIGN OR MORTGAGE
THE LEASE OR ANY INTEREST THEREIN OR SUBLET THE DEMISED PREMISES OR ANY PART
THEREOF WITHOUT THE PRIOR WRITTEN CONSENT OF THE LANDLORD, WHICH SHALL NOT BE
UNREASONABLY WITHHELD.
FOR THE PURPOSES OF THIS PARAGRAPH, THE SALE OR
ASSIGNMENT OF A CONTROLLING INTEREST IN THE TENANT CORPORATION OR A MAJORITY
INTEREST IN THE TENANT'S PARTNERSHIP, AS THE CASE MAY BE, SHALL BE DEEMED AN
ASSIGNMENT, BUT THE ASSIGNMENT TO A PARENT OR A WHOLLY OWNED SUBSIDIARY OF THE
TENANT SHALL BE PERMITTED; PROVIDED THAT LANDLORD IS PROVIDED ADVANCE WRITTEN
NOTICE OF SUCH ASSIGNMENT AND PROVIDED THAT SUCH ASSIGNEE ASSUMES THE OBLIGATION
OF TENANT IN WRITING IN A FORM ACCEPTABLE TO THE LANDLORD AND THAT SUCH
ASSIGNMENT NOT RELIEVE TENANT OF ITS OBLIGATIONS HEREUNDER.
9.
DEFAULTS, REMEDIES AND WAIVER.
9.1.
EVENTS OF DEFAULT.
THE OCCURRENCE OF ANY OF THE FOLLOWING SHALL
CONSTITUTE A DEFAULT ("EVENT OF DEFAULT") AND BREACH OF THE LEASE BY TENANT: (I)
FAILURE OF TENANT TO TAKE POSSESSION OF THE DEMISED PREMISES WITHIN TEN (10)
DAYS AFTER THE COMMENCEMENT DATE OF THE LEASE; (II) THE TENANT SHALL DO OR
PERMIT TO BE DONE ANYTHING WHICH CREATES A LIEN OF ANY NATURE WHATSOEVER UPON
THE DEMISED PREMISES OR THE CENTER; (III) A FAILURE BY TENANT TO PAY, WHEN DUE,
ANY INSTALLMENT OF MINIMUM ANNUAL RENT OR ADDITIONAL RENT HEREUNDER OR ANY SUCH
OTHER SUM HEREIN REQUIRED TO BE PAID BY TENANT WHERE SUCH FAILURE CONTINUES FOR
TEN (10) DAYS AFTER WRITTEN NOTICE THEREOF FROM LANDLORD TO TENANT PROVIDED THAT
LANDLORD SHALL NOT BE OBLIGATED TO SEND SUCH NOTICE MORE THAN TWO (2) TIMES IN
ANY TWELVE MONTH PERIOD; (IV) A FAILURE OF THE TENANT TO IN ANY RESPECT ADHERE
OR CONFORM TO TENANT'S ENVIRONMENTAL REPRESENTATION IN ARTICLE 3.3 OF THE LEASE;
(V) A FAILURE BY TENANT TO OBSERVE AND PERFORM ANY OTHER TERMS OR CONDITIONS OF
THE LEASE TO BE OBSERVED OR PERFORMED BY TENANT, WHERE SUCH FAILURE CONTINUES
FOR THIRTY (30) DAYS AFTER WRITTEN NOTICE THEREOF FROM LANDLORD TO TENANT;
PROVIDED, HOWEVER, THAT IF THE NATURE OF THE DEFAULT IS SUCH THAT THE SAME
CANNOT BE REASONABLY CURED WITHIN SUCH PERIOD, TENANT SHALL NOT BE DEEMED TO BE
IN DEFAULT AND NO EVENT OF DEFAULT SHALL HAVE OCCURRED, IF WITHIN SUCH PERIOD
TENANT SHALL COMMENCE SUCH CURE AND THEREAFTER DILIGENTLY PROSECUTE THE SAME TO
COMPLETION; (VI) THE MAKING BY TENANT (OR ANY GUARANTOR OF TENANT) OF ANY
ASSIGNMENT FOR THE BENEFIT OF CREDITORS; AND ADJUDICATION THAT TENANT IS
BANKRUPT, INSOLVENT, OR UNABLE TO PAY ITS DEBTS; THE FILING BY OR AGAINST TENANT
(OR ANY GUARANTOR OF TENANT) OF A PETITION IN BANKRUPTCY OR OF A PETITION FOR
REORGANIZATION OR (VII) ARRANGEMENT UNDER ANY LAW RELATING TO BANKRUPTCY
(UNLESS,
13
IN THE CASE OF A PETITION FILED AGAINST TENANT, THE SAME IS DISMISSED WITHIN
THIRTY (30) DAYS AFTER THE FILING THEREOF); (VIII) THE APPOINTMENT OF A TRUSTEE