"TENANT" SHALL BE DEEMED A REFERENCE TO
LANDLORD, AS SUBTENANT.
7.11
IN THE EVENT LANDLORD DOES NOT EXERCISE ITS OPTIONS PURSUANT TO
SECTION 7.07 TO SO SUBLET THE PREMISES OR TERMINATE (IN WHOLE OR IN PART) OR
HAVE ASSIGNED TO IT OR ITS DESIGNEE THIS LEASE AND, PROVIDED THAT TENANT IS NOT
IN DEFAULT OF ANY OF TENANT'S OBLIGATIONS UNDER THIS LEASE AFTER THE GIVING OF
NOTICE AND THE EXPIRATION OF ANY APPLICABLE CURE PERIOD, LANDLORD'S CONSENT
(WHICH MUST BE IN WRITING AND IN FORM REASONABLY SATISFACTORY TO LANDLORD) TO
THE PROPOSED ASSIGNMENT OR SUBLEASE SHALL NOT BE UNREASONABLY WITHHELD, PROVIDED
AND UPON CONDITION THAT:
(A)
TENANT SHALL HAVE COMPLIED WITH THE PROVISIONS OF SECTION 7.07 AND
LANDLORD SHALL NOT HAVE EXERCISED ANY OF ITS OPTIONS UNDER SAID SECTION 7.07
WITHIN THE TIME PERMITTED THEREFOR AND TENANT SHALL HAVE DELIVERED TO LANDLORD A
DUPLICATE ORIGINAL OF THE SUBLEASE OR ASSIGNMENT INSTRUMENT AND ALL OTHER
DOCUMENTS TO BE EXECUTED IN CONNECTION THEREWITH;
(B)
IN LANDLORD'S REASONABLE JUDGMENT THE PROPOSED ASSIGNEE OR
SUBTENANT IS ENGAGED IN A BUSINESS AND THE PREMISES, OR THE RELEVANT PART
THEREOF, WILL BE USED IN A MANNER WHICH (I) IS IN KEEPING WITH THE THEN
STANDARDS OF THE BUILDING, AND (II) WILL NOT VIOLATE ANY NEGATIVE COVENANT AS TO
USE CONTAINED IN ANY OTHER LEASE OF SPACE IN THE BUILDING (AND
26
LANDLORD SHALL ADVISE TENANT OF ANY SUCH NEGATIVE COVENANTS IN WRITING PROMPTLY
AFTER WRITTEN REQUEST THEREFOR BY TENANT MADE IN CONNECTION WITH A PROPOSED
SUBLETTING OR ASSIGNMENT);
(C)
THE PROPOSED ASSIGNEE OR SUBTENANT IS A REPUTABLE PERSON OR ENTITY
OF GOOD CHARACTER AND WITH SUFFICIENT FINANCIAL WORTH CONSIDERING THE
RESPONSIBILITY INVOLVED, AND LANDLORD HAS BEEN FURNISHED WITH REASONABLE
EVIDENCE THEREOF;
(D)
NEITHER (I) THE PROPOSED ASSIGNEE OR SUBLESSEE NOR (II) ANY PERSON
WHICH, DIRECTLY OR INDIRECTLY, CONTROLS, IS CONTROLLED BY, OR IS UNDER COMMON
CONTROL WITH, THE PROPOSED ASSIGNEE OR SUBLESSEE OR ANY PERSON WHO CONTROLS THE
PROPOSED ASSIGNEE OR SUBLESSEE, IS THEN AN OCCUPANT OF ANY PART OF THE BUILDING
OR A PARTY WHO DEALT WITH LANDLORD OR LANDLORD'S AGENT (DIRECTLY OR THROUGH A
BROKER) WITH RESPECT TO SPACE IN THE BUILDING DURING THE FIVE (5) MONTHS
IMMEDIATELY PRECEDING TENANT'S REQUEST FOR LANDLORD'S CONSENT, PROVIDED, IN
EITHER SUCH CASE, THAT LANDLORD THEN HAS, OR WILL WITHIN THE NEXT FIVE (5) MONTH
PERIOD HAVE, COMPARABLE SPACE AVAILABLE IN THE BUILDING;
(E)
THE FORM OF THE PROPOSED SUBLEASE SHALL BE REASONABLY SATISFACTORY
TO LANDLORD AND SHALL COMPLY WITH THE APPLICABLE PROVISIONS OF THIS ARTICLE 7;
(F)
THE PREMISES SHALL NOT BE SUBDIVIDED INTO MORE THAN FOUR
(4) SEPARATE UNITS PER FLOOR AND THERE SHALL BE NO MORE THAN FOUR (4) OCCUPANTS
(INCLUDING TENANT) PER FLOOR IN THE PREMISES AT ANY TIME;
(G)
TENANT SHALL REIMBURSE LANDLORD ON DEMAND FOR ANY REASONABLE
OUT-OF-POCKET COSTS THAT MAY BE INCURRED BY LANDLORD IN CONNECTION WITH SAID
ASSIGNMENT OR SUBLEASE, INCLUDING, WITHOUT LIMITATION, THE COSTS OF MAKING
INVESTIGATIONS AS TO THE ACCEPTABILITY OF THE PROPOSED ASSIGNEE OR SUBTENANT,
AND