REMAIN IN WORKING ORDER, CONDITION AND GOOD REPAIR, REASONABLE WEAR AND TEAR
EXCEPTED AND (2) CONTINUES TO PROVIDE ALL NECESSARY SERVICES TO THE
IMPROVEMENTS.
(B)
IN THE EVENT OF ANY SURRENDER IN ACCORDANCE WITH SECTION 23.1(A) HEREOF,
TENANT SHALL DELIVER TO LANDLORD (I) TENANT'S EXECUTED COUNTERPARTS OF ALL
SUBLEASES (IF APPLICABLE) AND ANY MANAGEMENT, SERVICE AND MAINTENANCE CONTRACTS
THEN AFFECTING THE DEMISED PREMISES OR THE COMMON ELEMENTS, NOTHING HEREIN
IMPLYING THAT ANY SUCH SUBLEASES OR OTHER AGREEMENTS MAY ENCUMBER THE DEMISED
PREMISES OR THE COMMON ELEMENTS AFTER THE EXPIRATION DATE, (II) COMPLETE
MAINTENANCE RECORDS FOR THE DEMISED PREMISES OR THE COMMON ELEMENTS, (III) ALL
ORIGINAL LICENSES AND PERMITS THEN PERTAINING TO THE DEMISED PREMISES OR THE
COMMON ELEMENTS TO THE EXTENT IN TENANT'S POSSESSION OR OTHERWISE AVAILABLE, OR
IF SUCH ORIGINALS ARE NOT IN TENANT'S POSSESSION OR AVAILABLE, TRUE AND COMPLETE
COPIES THEREOF CERTIFIED BY A QUALIFIED CERTIFYING PARTY OF TENANT,
(IV) PERMANENT OR TEMPORARY CERTIFICATES OF OCCUPANCY THEN IN EFFECT FOR THE
IMPROVEMENTS (AND TRANSFER DOCUMENTS RELATING THERETO), (V) ALL WARRANTIES AND
GUARANTIES THEN IN EFFECT WHICH TENANT HAS RECEIVED IN CONNECTION WITH ANY WORK
OR SERVICES PERFORMED OR EQUIPMENT INSTALLED IN THE IMPROVEMENTS, (VI) ALL
FINANCIAL REPORTS, BOOKS AND RECORDS REQUIRED
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by this Lease and any and all other documents of every kind and nature
whatsoever relating to the operation of the Demised Premises or the Common
Elements, to the extent in Tenant's possession or otherwise obtainable by Tenant
upon request, and (vii) all keys to the Demised Premises or the Common Elements.
(C)
IN THE EVENT THIS LEASE TERMINATES PRIOR TO THE SCHEDULED EXPIRATION DATE,
TENANT SHALL EXECUTE AND DELIVER TO LANDLORD SUCH INSTRUMENTS OF SURRENDER,
ASSIGNMENT AND TRANSFER, AS THE CASE MAY BE, AS LANDLORD MAY DEEM REASONABLY
NECESSARY TO EVIDENCE THE SAME PURSUANT TO SECTION 23.1(B) HEREOF.
(D)
EXCEPT AS OTHERWISE PROVIDED IN SECTIONS 5.2 AND 14.3(F) HEREOF, ANY FUNDS
HELD BY DEPOSITARY, INCLUDING ANY RESTORATION FUNDS THAT SHALL NOT HAVE BEEN
APPLIED TO RESTORATION, ANY OTHER RESTORATION FUNDS THEN BEING HELD BY TENANT,
AND ANY OTHER INSURANCE PROCEEDS OR CONDEMNATION AWARDS THEN PAYABLE IN RESPECT
OF A CASUALTY OR CONDEMNATION (NET, TO THE EXTENT NOT OTHERWISE DEDUCTED, OF
REASONABLE, ACTUAL OUT-OF-POCKET COSTS OF COLLECTION, IF ANY, INCURRED BY
TENANT), SHALL BE PAID TO LANDLORD FREE AND CLEAR OF ANY CLAIM BY TENANT, OR ANY
PERSON CLAIMING BY, UNDER OR THROUGH TENANT, SUBJECT, HOWEVER, TO THE RIGHTS, IF
ANY, OF ANY RECOGNIZED MORTGAGEE OR SUBTENANT WITH WHICH LANDLORD HAS ENTERED
INTO A RECOGNIZED MORTGAGE OR NONDISTURBANCE AGREEMENT, AS APPLICABLE.
BY
EXECUTING THIS LEASE, TENANT SHALL BE DEEMED TO HAVE AGREED, SUBJECT, HOWEVER,
TO THE RIGHTS, IF ANY, OF ANY SUBTENANT WITH WHICH LANDLORD HAS ENTERED INTO A
NONDISTURBANCE AGREEMENT, TO ASSIGN ALL PROCEEDS AND AWARDS, AND THE RIGHT TO
RECEIVE THE SAME, TO LANDLORD EFFECTIVE AS OF THE EXPIRATION DATE, AND TENANT
SHALL, AT LANDLORD'S REQUEST, EXECUTE AND DELIVER TO LANDLORD SUCH INSTRUMENTS
OF ASSIGNMENT AS LANDLORD MAY REQUEST (IN FORM REASONABLY SATISFACTORY