Reso 2011-1749 - Laserfiche WebLink

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ARTICLE XV Quiet Enjoyment Subject to the matters set forth in Article I, Landlord represents to Tenant that, so long as Tenant performs its obligations under this Lease and is not in default hereunder after the expiration of all applicable notice and cure periods, Tenant shall peaceably have and enjoy the Premises. ARTICLE XVI Effect of Termination; Surrender of Possession Section 1. Failure to Complete Construction. The Parties do hereby and agree that in the event the Tenant fails to complete construction within eighteen (18) months of issuance of a building permit, the Landlord shall have the right, but not the obligation to terminate this Lease by providing written notice of its intent to Tenant no less than ten (10) days prior to the effective date of the termination. Section 2. Ownership of Improvements. Tenant hereby covenants and agrees that at the expiration of the Term (by its own terms or any earlier termination upon a default or otherwise pursuant to the terms hereof) the sole ownership of the Improvements and the right to their possession and use shall automatically pass to and be in Landlord without payment or consideration of any kind. Although these provisions are intended to be self-executing, Tenant hereby agrees, upon expiration of such period, to execute any further document requested by Landlord to confirm Landlord's sole ownership of and fee simple title to the Improvements and Tenant's grant and conveyance thereof to Landlord hereby made. All costs of such transfer shall be paid by the Landlord. Section 3. Leasehold Estate. Tenant's ownership of the Leasehold Estate created hereby and of the estate or interest in the Improvements shall be nonseparable. Subject to the provisions of Articles XVIII and XIX, any attempt to transfer or encumber Tenant's estate or interest in the Improvements shall be a default under this Lease, and void and ineffective, unless Tenant's leasehold interest created by this Lease shall be simultaneously transferred to the same transferee or simultaneously identically encumbered to the same encumbrancer and (in the case of an encumbrance of the Improvements) unless such encumbrance of the Improvements shall, by its terms, be valid only until the termination or expiration of the Term of this Lease. Likewise, any attempt to transfer or encumber Tenant's Leasehold Estate created by this Lease shall be a default by Tenant under this Lease, and void and ineffective, unless Tenant's estate or interest in the Improvements shall be simultaneously transferred to the same transferee or simultaneously identically encumbered to the same encumbrancer. Under no circumstances shall any "easement by necessity" or other similar right be created or spring into effect in favor of any person should Tenant attempt to transfer ownership of the Improvements or the Leasehold Estate created hereby in violation of this Section. Section 4. Surrender of Premises. Tenant shall and will on the last day of the Term hereof or upon any earlier expiration or termination of this Lease, surrender and deliver up the Premises and all Improvements into the possession and use of Landlord without fraud or delay and, subject 22 C, \ B