LEASE.
THE PROVISIONS OF THIS
SECTION 3.6.2 SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS LEASE.
3.7.3
TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN THE EVENT OF
BANKRUPTCY OR OTHER DEBTOR-CREDITOR PROCEEDINGS AGAINST TENANT, THE SECURITY
DEPOSIT SHALL BE DEEMED TO BE APPLIED FIRST TO THE PAYMENT OF RENT AND OTHER
CHARGES DUE LANDLORD FOR ALL PERIODS PRIOR TO THE FILING OF SUCH PROCEEDINGS.
9
3.7.4
IF TENANT HAS PERFORMED ALL OF ITS MONETARY AND OTHER OBLIGATIONS
HEREUNDER AT THE TERMINATION OF THIS LEASE, LANDLORD SHALL RETURN SAID SECURITY
DEPOSIT TO TENANT WITHIN 30 DAYS AFTER TERMINATION OF THIS LEASE, LESS THE SUM
OF ANY AMOUNTS THAT TENANT MAY OWE LANDLORD IN CONNECTION WITH THIS LEASE
(INCLUDING ANY AMOUNT OF DAMAGES (WHETHER LIQUIDATED OR NOT LIQUIDATED) OR
INTEREST) AND ANY AMOUNTS REQUIRED TO RESTORE THE PREMISES TO GOOD CONDITION AND
REPAIR, REASONABLE WEAR AND TEAR EXCEPTED, INCLUDING REPAIRING ANY DAMAGE
RESULTING FROM THE REMOVAL BY TENANT OF ANY PROPERTY WHICH TENANT IS PERMITTED
TO REMOVE PURSUANT TO THE PROVISIONS OF THIS LEASE.
3.7.5
LANDLORD'S OBLIGATION WITH RESPECT TO ANY SECURITY DEPOSIT IS THAT
OF A DEBTOR AND NOT AS A TRUSTEE.
CONSEQUENTLY, ANY SECURITY DEPOSIT FUNDS MAY
BE COMMINGLED WITH RENTAL RECEIPTS OR DISSIPATED AND NO INTEREST SHALL ACCRUE
THEREON.
3.7.6
IN THE EVENT OF THE SALE OF THE PREMISES, LANDLORD'S SUCCESSOR IN
INTEREST SHALL ASSUME LANDLORD'S OBLIGATIONS WITH RESPECT TO THE SUMS HELD AS
SECURITY AND NOTIFY TENANT IN WRITING SETTING FORTH THE PARTICULARITY OF SUCH
TRANSFER, INCLUDING THE SUCCESSOR'S NAME AND ADDRESS.
UPON SUCH ASSUMPTION AND
WRITTEN NOTIFICATION, TENANT SHALL HAVE NO FURTHER CLAIM AGAINST LANDLORD WITH
RESPECT TO ANY SUCH SECURITY DEPOSIT AND HEREBY WAIVES ALL RIGHTS AGAINST
LANDLORD IN SUCH REGARD.
NOTWITHSTANDING THE FOREGOING, LANDLORD WILL REMAIN
PERSONALLY LIABLE TO THE EXTENT LANDLORD'S SUCCESSOR IN INTEREST FAILS TO ASSUME
THE LANDLORD'S OBLIGATIONS WITH RESPECT TO THE SECURITY DEPOSIT AS SPECIFIED
ABOVE.
3.7.7
IN THE EVENT OF FORECLOSURE BY THE HOLDER OF ANY MORTGAGE OR DEED
OF TRUST ENCUMBERING THE PREMISES, LANDLORD SHALL CONTINUE TO BE LIABLE FOR ANY
SECURITY DEPOSIT AND ANY SUCH MORTGAGEE SHALL HAVE NO LIABILITY OR
RESPONSIBILITY THEREFORE, EXCEPT TO THE EXTENT THE SECURITY DEPOSIT IS DELIVERED
TO SUCH MORTGAGEE AND SUCH MORTGAGEE ASSUMES RESPONSIBILITY FOR SUCH SECURITY
DEPOSIT.
ARTICLE 4
POSSESSION
4.1
Possession.
As of the Substantial Completion Date, Landlord shall
tender possession of the Premises to Tenant.
Tenant hereby acknowledges and
agrees that (a) it is familiar with the condition of the Premises, (b) it,
subject to Punchlist Items, accepts the Premises as of the Substantial
Completion Date in its "as is" and "where is" condition with all faults,
(c) Landlord makes no representation or warranty of any kind with respect to the
Premises, and (d) other than constructing the Building Improvements and the
Punchlist Items in accordance with this Lease and as explicitly required under
Article 20 and 21, Landlord will have no obligation whatsoever to improve, alter
or repair the Premises in any way, or to