INCLUDING
COLLECTION OF RENTS; AND (IV) IN THE EVENT OF TERMINATION OF THIS LEASE OR
REENTRY OR REPOSSESSION OF THE PREMISES BY LANDLORD, LANDLORD MAY, AT ITS SOLE
DISCRETION AND OPTION, TAKE OVER ALL OF THE RIGHT, TITLE AND INTEREST OF TENANT,
AS SUBLESSOR, UNDER SUCH SUBLEASE, AND SUCH SUBTENANT SHALL, AT LANDLORD'S
OPTION, ATTORN TO LANDLORD BUT NEVERTHELESS LANDLORD SHALL NOT (A) BE LIABLE FOR
ANY PREVIOUS ACT OR OMISSION OF TENANT UNDER SUCH SUBLEASE; (B) BE SUBJECT TO
ANY DEFENSE OR OFFSET PREVIOUSLY ACCRUED IN FAVOR OF THE SUBTENANT AGAINST
TENANT; OR (C) BE BOUND BY ANY PREVIOUS MODIFICATION OF SUCH SUBLEASE MADE
WITHOUT LANDLORD'S WRITTEN CONSENT OR BY ANY PREVIOUS PREPAYMENT OF MORE THAN
ONE MONTH'S RENT.
26
4.10.5
NO MERGER.
THE VOLUNTARY OR OTHER SURRENDER OF THIS
LEASE BY TENANT, OR A MUTUAL CANCELLATION THEREOF, SHALL NOT WORK A MERGER, AND
AT THE OPTION OF LANDLORD SHALL TERMINATE ALL OR ANY EXISTING ASSIGNMENTS OR
SUBLEASES, OR AT THE OPTION OF LANDLORD MAY OPERATE AS AN ASSIGNMENT TO LANDLORD
OF ANY OR ALL ASSIGNMENTS OR SUBLEASES.
FURTHERMORE, ANY FORECLOSURE OF A
MORTGAGE THAT MAY BE HELD BY A TENANT ON THE LAND AND/OR THE PREMISES SHALL NOT
WORK A MERGER, AND IN SUCH INSTANCE, THE LEASE HEREUNDER SHALL REMAIN IN FULL
FORCE AND EFFECT.
Section 4.11
Installations, Alterations or
Additions.
4.11.1
ALTERATIONS BY TENANT.
TENANT SHALL NOT MAKE ANY
IMPROVEMENTS, ALTERATIONS OR ADDITIONS IN OR TO THE PREMISES ("ALTERATIONS")
WITHOUT THE PRIOR CONSENT OF LANDLORD, WHICH CONSENT SHALL NOT BE UNREASONABLY
WITHHELD OR DELAYED, PROVIDED THAT IF THE PROPOSED ALTERATIONS WILL ADVERSELY
AFFECT THE STRUCTURAL INTEGRITY OF THE BUILDING, LANDLORD MAY WITHHOLD ITS
CONSENT TO SUCH ALTERATIONS IN LANDLORD'S SOLE DISCRETION.
NOTWITHSTANDING THE
FOREGOING, THE CONSENT OF LANDLORD SHALL NOT BE REQUIRED WITH RESPECT TO ANY
ALTERATIONS COSTING LESS THAN $100,000 IN ANY GIVEN INSTANCE THAT DO NOT
PERFORATE OR PENETRATE THE ROOF OR OTHER EXTERIOR PORTIONS OF THE BUILDING IN
QUESTION AND DO NOT ADVERSELY AFFECT THE STRUCTURAL INTEGRITY OF THE BUILDING.
WITHOUT LIMITATION, IT SHALL NOT BE UNREASONABLE FOR LANDLORD TO DENY ITS
CONSENT TO ANY ALTERATIONS WHICH WOULD IMPOSE ON LANDLORD ANY SPECIAL
MAINTENANCE, REPAIR, OR REPLACEMENT OBLIGATIONS NOT WITHIN THE SCOPE OF THOSE
EXPRESSLY PROVIDED FOR HEREIN, UNLESS TENANT AGREES, AT THE TIME OF ITS REQUEST
FOR APPROVAL OR NOTICE OF SUCH ALTERATIONS, TO PAY ALL COSTS ASSOCIATED WITH
LANDLORD'S MEETING THE ADDITIONAL OBLIGATIONS.
ALL ALTERATIONS SHALL BE SUBJECT
TO THE PROVISIONS OF SUBSECTION 4.11.2 HEREOF.
4.11.2
ADDITIONAL COVENANTS REGARDING ALTERATIONS.
(A)
ALL ALTERATIONS SHALL BE MADE (I) AT TENANT'S
SOLE EXPENSE, (II) ACCORDING TO PLANS AND SPECIFICATIONS APPROVED IN WRITING BY
LANDLORD (TO THE EXTENT PLANS, SPECIFICATIONS, AND/OR LANDLORD'S CONSENT IS
REQUIRED), (III) IN COMPLIANCE WITH ALL APPLICABLE LEGAL REQUIREMENTS, (IV) BY A
LICENSED CONTRACTOR, AND (V) IN A GOOD AND WORKMANLIKE MANNER.
TENANT SHALL
PROVIDE LANDLORD WITH AS-BUILT PLANS FOR ANY ALTERATIONS FOR WHICH PLANS ARE
USED, REGARDLESS OF WHETHER THE ALTERATIONS REQUIRE LANDLORD'S CONSENT
HEREUNDER.
(B)
TENANT SHALL KEEP