THE RENT AND OTHER CONSIDERATION PAYABLE BY THE SUBTENANT (NET OF
TENANT'S REASONABLE, DOCUMENTED OUT-OF-POCKET LEASING COSTS AND COMMISSIONS
INCURRED IN CONNECTION WITH THE SUBLEASE) OVER THE AMOUNT OF BASE RENT AND
ADDITIONAL RENT PAYABLE HEREUNDER APPLICABLE TO THE SUBLEASED SPACE.
14.4
NO RELEASE OF TENANT. NO TRANSFER (NOR ANY CONSENT BY LANDLORD TO
ANY TRANSFER), INCLUDING, WITHOUT LIMITATION, A TRANSFER TO A TENANT AFFILIATE,
SHALL RELIEVE TENANT OF ANY OBLIGATION TO BE PERFORMED BY TENANT UNDER THIS
LEASE, WHETHER OCCURRING BEFORE OR AFTER SUCH TRANSFER. EACH TRANSFEREE SHALL BE
JOINTLY AND SEVERALLY LIABLE WITH TENANT (AND TENANT SHALL BE JOINTLY AND
SEVERALLY LIABLE WITH EACH TRANSFEREE) FOR THE PAYMENT OF RENT (OR, IN THE CASE
OF A SUBLEASE, RENT IN THE AMOUNT SET FORTH IN THE SUBLEASE) AND FOR THE
PERFORMANCE OF ALL OTHER TERMS AND PROVISIONS OF THIS LEASE. THE CONSENT BY
LANDLORD TO ANY TRANSFER SHALL NOT RELIEVE TENANT OR ANY SUCH TRANSFEREE FROM
THE OBLIGATION TO OBTAIN LANDLORD'S EXPRESS PRIOR WRITTEN CONSENT TO ANY
SUBSEQUENT TRANSFER BY TENANT OR ANY TRANSFEREE. THE ACCEPTANCE OF RENT BY
LANDLORD FROM ANY OTHER PERSON (WHETHER OR NOT SUCH PERSON IS AN OCCUPANT OF THE
PREMISES) SHALL NOT BE DEEMED TO BE A WAIVER BY LANDLORD OF ANY PROVISION OF
THIS LEASE OR A CONSENT TO ANY TRANSFER.
14.5
EFFECTIVENESS OF TRANSFER. PRIOR TO THE DATE ON WHICH ANY PERMITTED
TRANSFER (WHETHER OR NOT REQUIRING LANDLORD'S CONSENT) BECOMES EFFECTIVE, TENANT
SHALL DELIVER TO LANDLORD A COUNTERPART OF THE FULLY EXECUTED TRANSFER DOCUMENT
AND LANDLORD'S STANDARD FORM OF CONSENT TO ASSIGNMENT OR CONSENT TO SUBLEASE
EXECUTED BY TENANT AND THE TRANSFEREE IN WHICH EACH OF TENANT AND THE TRANSFEREE
CONFIRMS ITS OBLIGATIONS PURSUANT TO THIS LEASE. FAILURE OR REFUSAL OF A
TRANSFEREE TO EXECUTE ANY SUCH INSTRUMENT SHALL NOT RELEASE OR DISCHARGE THE
TRANSFEREE FROM LIABILITY AS PROVIDED HEREIN. THE VOLUNTARY, INVOLUNTARY OR
OTHER SURRENDER OF THIS LEASE BY TENANT, OR A MUTUAL CANCELLATION BY LANDLORD
AND TENANT, SHALL NOT WORK A MERGER, AND ANY SUCH SURRENDER OR CANCELLATION
SHALL, AT THE OPTION OF LANDLORD, EITHER TERMINATE ALL OR ANY EXISTING SUBLEASES
OR OPERATE AS AN ASSIGNMENT TO LANDLORD OF ANY OR ALL OF SUCH SUBLEASES.
14.6
INTENTIONALLY DELETED.
14.7
ASSIGNMENT OF SUBLEASE RENTS. SUBJECT TO SECTION 14.3, TENANT
HEREBY ABSOLUTELY AND IRREVOCABLY ASSIGNS TO LANDLORD ANY AND ALL RIGHTS TO
RECEIVE RENT AND OTHER CONSIDERATION FROM ANY SUBLEASE AND AGREES THAT LANDLORD,
AS ASSIGNEE OR AS ATTORNEY-IN-FACT FOR TENANT FOR PURPOSES HEREOF, OR A RECEIVER
FOR TENANT APPOINTED ON LANDLORD'S APPLICATION MAY (BUT SHALL NOT BE OBLIGATED
TO) COLLECT SUCH RENTS AND OTHER CONSIDERATION AND APPLY THE SAME TOWARD
28
TENANT'S OBLIGATIONS TO LANDLORD UNDER THIS LEASE; PROVIDED, HOWEVER, THAT
LANDLORD GRANTS TO TENANT AT ALL TIMES PRIOR TO OCCURRENCE OF ANY BREACH OR
DEFAULT BY TENANT A REVOCABLE LICENSE TO COLLECT SUCH RENTS (WHICH LICENSE SHALL
AUTOMATICALLY AND WITHOUT NOTICE BE AND BE DEEMED TO HAVE BEEN REVOKED AND
TERMINATED IMMEDIATELY UPON ANY EVENT OF DEFAULT).
14.8
COSTS.