ALL BASE RENT, ALL ADDITIONAL RENT AND
OTHER CHARGES PAYABLE HEREUNDER WITH RESPECT TO THAT PORTION OF THE DEMISED
PREMISES SO TAKEN IN SUCH PROCEEDINGS WITH RESPECT TO WHICH THIS LEASE SHALL
HAVE TERMINATED JUSTLY APPORTIONED TO THE DATE OF SUCH TERMINATION.
FROM AND
AFTER THE DATE OF VESTING OF POSSESSION IN SUCH PROCEEDINGS, TENANT SHALL
CONTINUE TO PAY THE BASE RENT, ADDITIONAL RENT AND OTHER CHARGES PAYABLE
HEREUNDER AS IN THIS LEASE PROVIDED TO BE PAID BY TENANT, SUBJECT TO AN
ABATEMENT OF A JUST AND PROPORTIONATE PART OF THE BASE RENT ACCORDING TO THE
EXTENT AND NATURE OF SUCH TAKING AS PROVIDED FOR IN SECTIONS 14.3 AND 14.5
HEREOF IN RESPECT TO THE DEMISED PREMISES REMAINING AFTER SUCH TAKING.
35
14.5
ADJUSTMENT OF RENT.
IN THE EVENT OF A PARTIAL
TAKING OF THE DEMISED PREMISES AND/OR COMMON AREAS UNDER SECTIONS 14.2 OR 14.3
HEREOF IN WHICH
CASE THIS LEASE IS NOT TERMINATED, THE BASE RENT FOR THE PERIOD
FROM AND AFTER THE DATE OF VESTING OF TITLE OR POSSESSION IN SUCH PROCEEDINGS,
UNTIL THE TERMINATION OF THIS LEASE WITH RESPECT TO SUCH PORTION OF THE DEMISED
PREMISES, SHALL BE REDUCED TO A SUM EQUAL TO THE PRODUCT OF THE BASE RENT
PROVIDED FOR HEREIN MULTIPLIED BY A FRACTION, THE NUMERATOR OF WHICH IS THE
VALUE OF THE DEMISED PREMISES AFTER SUCH TAKING (AND ONCE ANY RESTORATION IS
COMPLETE, THE VALUE AFTER THE SAME SHALL HAVE BEEN RESTORED TO A COMPLETE
ARCHITECTURAL UNIT), AND THE DENOMINATOR OF WHICH IS THE VALUE OF THE DEMISED
PREMISES PRIOR TO SUCH TAKING.
ARTICLE XV
ASSIGNMENT, SUBLETTING, ETC.
(A)
RESTRICTION ON TRANSFER.
TENANT SHALL NOT
SUBLET THE DEMISED PREMISES OR ANY PORTION THEREOF, NOR ASSIGN, MORTGAGE,
PLEDGE, TRANSFER OR OTHERWISE ENCUMBER OR DISPOSE OF THIS LEASE OR ANY INTEREST
THEREIN, OR IN ANY MANNER ASSIGN, MORTGAGE, PLEDGE, TRANSFER OR OTHERWISE
ENCUMBER OR DISPOSE OF ITS INTEREST OR ESTATE IN THE DEMISED PREMISES OR ANY
PORTION THEREOF WITHOUT OBTAINING LANDLORD'S PRIOR WRITTEN CONSENT IN EACH AND
EVERY INSTANCE.
LANDLORD'S CONSENT TO AN ASSIGNMENT OR SUBLETTING UNDER THIS
SECTION 15.1 SHALL NOT BE UNREASONABLY WITHHELD OR DELAYED, PROVIDED AT THE TIME
OF ANY ASSIGNMENT OR SUBLETTING AND AT THE TIME TENANT REQUESTS LANDLORD'S
WRITTEN CONSENT THERETO, THIS LEASE MUST BE IN FULL FORCE AND EFFECT AND TENANT
SHALL NOT BE IN MATERIAL DEFAULT UNDER THIS LEASE BEYOND ANY APPLICABLE CURE
PERIODS.
(B)
ANY SUCH ASSIGNEE SHALL ASSUME, BY WRITTEN,
RECORDABLE INSTRUMENT, IN FORM AND CONTENT SATISFACTORY TO LANDLORD, THE DUE
PERFORMANCE OF ALL OF TENANT'S OBLIGATIONS UNDER THIS LEASE FROM AND AFTER THE
TIME OF THE EFFECTIVE DATE OF THE ASSIGNMENT, AND SUCH ASSUMPTION AGREEMENT
SHALL STATE THAT THE SAME IS MADE BY THE ASSIGNEE FOR THE EXPRESS BENEFIT OF
LANDLORD AS A THIRD PARTY BENEFICIARY THEREOF.
A COPY OF THE ASSIGNMENT AND
ASSUMPTION AGREEMENT, BOTH IN FORM AND CONTENT SATISFACTORY TO LANDLORD, FULLY
EXECUTED AND ACKNOWLEDGED BY ASSIGNEE, TOGETHER WITH A CERTIFIED COPY OF A
PROPERLY EXECUTED CORPORATE RESOLUTION (IF THE ASSIGNEE BE