WITH RESPECT TO THE PREMISES FOR ANY CALENDAR YEAR.
LANDLORD SHALL EXERCISE
SUCH RIGHT TO REVIEW AND COPY (AT LANDLORD'S EXPENSE) THE BOOKS AND RECORDS UPON
NOT LESS THAN THIRTY (30) DAYS' NOTICE ("LANDLORD REVIEW NOTICE") TO TENANT TO
SCHEDULE AN APPOINTMENT.
THE LANDLORD REVIEW NOTICE MUST BE DELIVERED WITHIN
NINETY (90) DAYS FOLLOWING THE END OF ANY CALENDAR YEAR.
ANY SUCH REVIEW SHALL
BE PERFORMED WITHIN SIXTY (60) DAYS FOLLOWING TENANT'S RECEIPT OF THE REVIEW
NOTICE AND CONDUCTED DURING NORMAL BUSINESS HOURS AT THE PREMISES.
DURING THE
EXISTENCE OF A LEASE EVENT OF DEFAULT, LANDLORD MAY EXERCISE SUCH RIGHT TO
REVIEW AND COPY UP TO FOUR (4) TIMES IN ANY CALENDAR YEAR.
7.4
LANDLORD MANAGEMENT OF PREMISES.
THE PROVISIONS OF THIS
SECTION 7.4 SHALL APPLY UPON EITHER OF THE FOLLOWING ELECTIONS (EACH A "LANDLORD
MANAGEMENT ELECTION"):
(I) TENANT ELECTS NOT TO SELF-MANAGE THE PREMISES,
EITHER BY USING A MANAGEMENT FIRM OR BY USING TENANT'S EMPLOYEES, AS MORE
PARTICULARLY PROVIDED IN SECTION 7.3 HEREOF (SUCH ELECTION TO BE MADE UPON NOT
LESS THAN SIXTY (60) DAYS' WRITTEN NOTICE TO LANDLORD GIVEN AT ANY TIME DURING
THE LEASE TERM) OR (II) LANDLORD ELECTS TO MANAGE THE PREMISES UPON NOT LESS
THAN THIRTY (30) DAYS' PRIOR WRITTEN NOTICE TO TENANT GIVEN AT ANY TIME DURING
THE EXISTENCE OF A LEASE EVENT OF DEFAULT.
IF TENANT OR LANDLORD MAKES A
LANDLORD MANAGEMENT ELECTION, THEN THE FOLLOWING PROVISIONS SHALL BE APPLICABLE:
7.4.1
TENANT SHALL (I) DELIVER (OR CAUSE ANY PROPERTY MANAGER RETAINED BY
TENANT TO DELIVER) LANDLORD OR SUCH OTHER PERSON AS LANDLORD SHALL DESIGNATE,
ALL MATERIALS, SUPPLIES, CONTRACTS, DOCUMENTS, FILES, BOOKS AND RECORDS
PERTAINING TO THE MANAGEMENT AND MAINTENANCE OF THE PREMISES, AND FURNISH ALL
SUCH INFORMATION, AND TAKE ALL SUCH OTHER ACTION AND COOPERATE WITH LANDLORD AS
LANDLORD SHALL REASONABLY REQUIRE IN ORDER TO EFFECTUATE AN ORDERLY AND
SYSTEMATIC TRANSFER IN TENANT'S OR ITS PROPERTY MANAGER'S SERVICES, DUTIES,
OBLIGATIONS AND ACTIVITIES PERFORMED WITH RESPECT TO THE MANAGEMENT OF THE
PREMISES, AND (II) DELIVER (OR CAUSE TENANT'S PROPERTY MANAGER TO DELIVER) A
FINAL ACCOUNTING TO LANDLORD WITH RESPECT TO MANAGEMENT OF THE PREMISES BY
TENANT AND/OR ITS PROPERTY MANAGER.
7.4.2
LANDLORD SHALL ENGAGE A QUALIFIED PROPERTY MANAGEMENT FIRM SELECTED
BY LANDLORD (AND SUBJECT TO THE REASONABLE APPROVAL OF TENANT IF THERE DOES NOT
EXIST A LEASE EVENT OF DEFAULT).
IN THE EVENT A QUALIFIED PROPERTY MANAGEMENT
FIRM IS SO ENGAGED BY LANDLORD, SUCH ENGAGEMENT SHALL BE UPON TERMS CONSISTENT
IN ALL MATERIAL RESPECTS WITH THE QUALITY STANDARD AND CUSTOMARY AGREEMENTS WITH
MANAGEMENT COMPANIES OF COMPARABLE BUILDINGS THAT ARE OPERATED AND MAINTAINED IN
ACCORDANCE WITH THE QUALITY STANDARD.
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7.4.3
LANDLORD WILL CAUSE ITS QUALIFIED MANAGEMENT FIRM TO MANAGE AND
PROVIDE ALL MAINTENANCE AND REPAIRS TO THE PREMISES IN ACCORDANCE WITH THIS
ARTICLE VII, THE MANAGEMENT STATEMENT AND THE QUALITY STANDARD (COLLECTIVELY,
"LANDLORD'S MANAGEMENT STANDARD").
7.4.4
LANDLORD MAY USE ANY CONTRACTORS, SUBCONTRACTORS OR VENDORS AT ITS
SOLE ELECTION FOR ALL OTHER PROPERTY MANAGEMENT ASPECTS.
7.4.5
LANDLORD SHALL HAVE THE RIGHT TO CHANGE PROPERTY