ACQUIRES OR IS ACQUIRED BY, TENANT OR A PARENT OF TENANT, AS DEFINED IN
CGCC SECTIONS 175 AND 5064, OR A SUBSIDIARY, AS DEFINED IN CGCC SECTIONS 189 AND
5073, OF TENANT'S PARENT OR AFFILIATE, OR (III) A TRANSFEREE OF SUBSTANTIALLY
ALL OF THE ASSETS OF TENANT (COLLECTIVELY, AN "AFFILIATE") ALONG WITH ANY OTHER
ENTITY WHICH WILL QUALIFY AS AN "AFFILIATE" UNDER CGCC 150 AND 5031, SHALL NOT
BE DEEMED A TRANSFER UNDER THIS ARTICLE 14, PROVIDED THAT TENANT NOTIFIES
LANDLORD OF ANY SUCH ASSIGNMENT OR SUBLEASE AND PROMPTLY SUPPLIES LANDLORD WITH
ANY DOCUMENTS OR INFORMATION REASONABLY REQUESTED BY LANDLORD REGARDING SUCH
ASSIGNMENT OR SUBLEASE OR SUCH AFFILIATE, AND SUCH ASSIGNMENT OR SUBLEASE IS NOT
A SUBTERFUGE BY TENANT TO AVOID ITS OBLIGATIONS UNDER THIS LEASE, OR OTHERWISE
"RELEASES" THE ORIGINAL TENANT FROM SUCH OBLIGATIONS.
ARTICLE 15
SURRENDER OF PREMISES; OWNERSHIP AND
REMOVAL OF TRADE FIXTURES
15.1
SURRENDER OF PREMISES.
NO ACT OR THING DONE BY
LANDLORD OR ANY AGENT OR EMPLOYEE OF LANDLORD DURING THE LEASE TERM SHALL BE
DEEMED TO CONSTITUTE AN ACCEPTANCE BY LANDLORD OF A SURRENDER OF THE PREMISES
UNLESS SUCH INTENT IS SPECIFICALLY ACKNOWLEDGED IN
41
WRITING BY LANDLORD.
THE DELIVERY OF KEYS TO THE PREMISES TO LANDLORD OR ANY
AGENT OR EMPLOYEE OF LANDLORD SHALL NOT CONSTITUTE A SURRENDER OF THE PREMISES
OR EFFECT A TERMINATION OF THIS LEASE, WHETHER OR NOT THE KEYS ARE THEREAFTER
RETAINED BY LANDLORD, AND NOTWITHSTANDING SUCH DELIVERY TENANT SHALL BE ENTITLED
TO THE RETURN OF SUCH KEYS AT ANY REASONABLE TIME UPON REQUEST UNTIL THIS LEASE
SHALL HAVE BEEN PROPERLY TERMINATED.
THE VOLUNTARY OR OTHER SURRENDER OF THIS
LEASE BY TENANT, WHETHER ACCEPTED BY LANDLORD OR NOT, OR A MUTUAL TERMINATION
HEREOF, SHALL NOT WORK A MERGER, AND AT THE OPTION OF LANDLORD SHALL OPERATE AS
AN ASSIGNMENT TO LANDLORD OF ALL SUBLEASES OR SUBTENANCIES AFFECTING THE
PREMISES OR TERMINATE ANY OR ALL SUCH SUBLESSEES OR SUBTENANCIES.
15.2
REMOVAL OF TENANT PROPERTY BY TENANT.
UPON THE
EXPIRATION OF THE LEASE TERM, OR UPON ANY EARLIER TERMINATION OF THIS LEASE,
TENANT SHALL, SUBJECT TO THE PROVISIONS OF SECTION 8.5, THIS ARTICLE 15 AND
SECTION 29.33, QUIT AND SURRENDER POSSESSION OF THE PREMISES TO LANDLORD IN AS
GOOD ORDER AND CONDITION AS WHEN TENANT TOOK POSSESSION AND AS THEREAFTER
IMPROVED BY LANDLORD AND/OR TENANT, REASONABLE WEAR AND TEAR AND REPAIRS WHICH
ARE SPECIFICALLY MADE THE RESPONSIBILITY OF LANDLORD HEREUNDER EXCEPTED.
UPON
SUCH EXPIRATION OR TERMINATION, TENANT SHALL, WITHOUT EXPENSE TO LANDLORD,
REMOVE OR CAUSE TO BE REMOVED FROM THE PREMISES ALL DEBRIS AND RUBBISH, AND SUCH
ITEMS OF FURNITURE, EQUIPMENT, BUSINESS AND TRADE FIXTURES, FREE-STANDING
CABINET WORK, MOVABLE PARTITIONS AND OTHER ARTICLES OF PERSONAL PROPERTY OWNED
BY TENANT OR INSTALLED OR PLACED BY TENANT AT ITS EXPENSE IN THE PREMISES, AND
SUCH SIMILAR ARTICLES OF ANY OTHER PERSONS CLAIMING UNDER TENANT, AS LANDLORD
MAY, IN ITS SOLE DISCRETION, REQUIRE TO BE REMOVED, AND TENANT SHALL REPAIR AT
ITS OWN EXPENSE ALL DAMAGE TO THE PREMISES AND BUILDING RESULTING FROM