IS ENTITLED, TO THE VENDEE, TRANSFEREE OR LESSEE AND LANDLORD SHALL
THEREUPON BE RELEASED BY TENANT FROM ALL LIABILITY FOR THE RETURN OR PAYMENT
THEREOF, AND TENANT SHALL LOOK SOLELY TO THE NEW LANDLORD FOR THE RETURN OR
PAYMENT OF THE SAME.
THE PROVISIONS OF THE PRECEDING SENTENCE SHALL APPLY TO
EVERY SUBSEQUENT SALE, TRANSFER OR LEASING OF THE BUILDING, AND ANY SUCCESSOR OF
LANDLORD MAY, UPON A SALE, TRANSFER, LEASING OR OTHER CESSATION OF THE INTEREST
OF SUCH SUCCESSOR IN THE BUILDING, WHETHER IN WHOLE OR IN PART, PAY OVER ANY
UNAPPLIED PART OF SAID SECURITY TO ANY VENDEE, TRANSFEREE OR LESSEE OF THE
BUILDING AND SHALL THEREUPON BE RELIEVED OF ALL LIABILITY WITH RESPECT THERETO.
EXCEPT IN CONNECTION WITH A PERMITTED ASSIGNMENT OF THIS LEASE, TENANT SHALL NOT
ASSIGN OR ENCUMBER OR ATTEMPT TO ASSIGN OR ENCUMBER THE LETTER(S) OF CREDIT
DEPOSITED HEREIN AS SECURITY OR ANY INTEREST THEREON TO WHICH TENANT IS
ENTITLED, AND NEITHER LANDLORD NOR ITS SUCCESSORS OR ASSIGNS SHALL BE BOUND BY
ANY SUCH ASSIGNMENT, ENCUMBRANCE, ATTEMPTED ASSIGNMENT OR ATTEMPTED
ENCUMBRANCE.
IN ANY EVENT, IN THE ABSENCE OF EVIDENCE REASONABLY SATISFACTORY
TO LANDLORD OF AN ASSIGNMENT OF THE RIGHT TO RECEIVE THE SECURITY DEPOSIT, OR
THE REMAINING BALANCE THEREOF, LANDLORD MAY RETURN THE LETTER(S) OF CREDIT TO
THE ORIGINAL TENANT REGARDLESS OF ONE OR MORE ASSIGNMENTS OF THIS LEASE.
4.04
IF A BANKRUPTCY EVENT HAS OCCURRED, THE
LETTER(S) OF CREDIT SHALL BE DEEMED TO BE APPLICABLE TO THE PAYMENT OF THE FIXED
RENT AND ADDITIONAL CHARGES DUE TO LANDLORD FOR PERIODS PRIOR TO THE INSTITUTION
OF SUCH PROCEEDINGS, AND THE BALANCE, IF ANY, MAY BE RETAINED BY LANDLORD IN
PARTIAL SATISFACTION OF LANDLORD'S DAMAGES, TO THE EXTENT THEREOF.
4.05
PROVIDED THAT NO BANKRUPTCY EVENT OR DEFAULT
SHALL HAVE OCCURRED AND BE CONTINUING, AT ANY TIME ON OR AFTER THE FIFTH (5TH)
ANNIVERSARY OF THE RENT COMMENCEMENT DATE, TENANT MAY REDUCE THE SECURITY
DEPOSIT TO THE AMOUNT OF $461,468.49.
IN NO EVENT SHALL THE SECURITY DEPOSIT BE
FURTHER REDUCED TO AN AMOUNT BELOW $461,468.49.
SUCH REDUCTION SHALL BE
EFFECTED EITHER BY TENANT EXCHANGING A REPLACEMENT LETTER OF CREDIT MEETING THE
REQUIREMENTS OF THIS ARTICLE 4 IN THE REDUCED AMOUNT FOR THE EXISTING LETTER OF
CREDIT, OR BY THE ISSUING BANK DELIVERING AN AMENDMENT TO THE LETTER OF CREDIT
REDUCING THE AMOUNT THEREOF (BUT WHICH DOES NOT OTHERWISE AMEND OR MODIFY SAME),
WHICH LANDLORD SHALL PROMPTLY COUNTERSIGN OR AUTHORIZE IN WRITING IF REQUIRED BY
THE ISSUING BANK.
4.06
(A)
NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED IN THIS LEASE, IN LIEU OF DELIVERING A LETTER
OF CREDIT AS REQUIRED PURSUANT TO THIS ARTICLE 4, TENANT MAY ON OR BEFORE
5:00 P.M. EDT ON OCTOBER 15, 2009 (WITH TIME BEING OF THE ESSENCE), DELIVER THE
SECURITY DEPOSIT TO LANDLORD IN CASH BY OFFICIAL BANK CHECK OR CERTIFIED CHECK
OR BY WIRE TRANSFER OF IMMEDIATELY AVAILABLE FUNDS.
ANY SUCH CASH SECURITY
DEPOSIT SHALL BE DEPOSITED IN A SEGREGATED INTEREST BEARING ACCOUNT IN A BANK
SELECTED BY LANDLORD, AND ANY