7.3 SR 03-01-2021 - Laserfiche WebLink

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in writing by the parties, of any proceeding relating to any assumption or rejection of this Lease, and (iv) to do all things of benefit to Landlord otherwise required by the Bankruptcy Code. (b) If Tenant elects to reject this Lease subsequent to the filing of a petition under the Bankruptcy Code, or if this Lease is otherwise rejected, Tenant shall immediately vacate and surrender possession of the Premises. (c) If Tenant elects to assume this Lease subsequent to the filing of a petition under the Bankruptcy Code, Tenant agrees as follows unless the prior written consent of Landlord is obtained: to cure each and every default for which cure is required for assumption under the Bankruptcy Code within not more than ninety (90) days of assumption of this Lease; (ii) to compensate Landlord for any loss resulting from any existing breach, including without limitation, Landlord's reasonable costs, expenses and attorneys' fees incurred as a result of the breach (but excluding any consequential damages), as determined by a court of competent Jurisdiction, within ninety (90) days of assumption of this Lease; (iii) in the event of an existing breach, to provide adequate assurance of Tenant's future performance, including without limitation: the production to Landlord and Mortgagee of written documentation establishing to the reasonable satisfaction of Landlord and any Mortgagee that Tenant has sufficient present and anticipated financial ability to perform each and every obligation of Tenant under this Lease and assurances, in form reasonably acceptable to Landlord, as may be required under any applicable provisions of the Bankruptcy Code; (iv) the assumption will not breach any provision of this Lease; and the assumption will be subject to all of the provisions of this Lease. (d) If Tenant proposes to assume and assign this Lease pursuant to the provisions of the Bankruptcy Code to any person or entity who shall have made a bona fide offer to accept an assignment of this Lease on terms acceptable to Tenant ("Assignment Offer"), no later than thirty (30) days after receipt by Tenant of the Assignment Offer, but in any event no later than ten (10) days prior to the date that Tenant shall move for authority and approval to assume and assign this Lease, Tenant shall provide Landlord with notice of such proposed assignment, setting forth (i) the name and address of the proposed assignee; (ii) all the terms and conditions of such offer; and (iii) adequate assurance to be provided to Landlord to assure the proposed assignee's future performance under this Lease, including, without limitation, the assurances referred to in any applicable provision of the Bankruptcy Code, whereupon, Landlord shall have the right and option, at any time prior to the entry of an order by the Bankruptcy Court approving such proposed assignment, to give Tenant written notice of Landlord's intent to accept an assignment of this Lease upon the same terms and conditions and for the same consideration, if any, as the Assignment Offer, and upon the exercise of such option, Tenant shall withdraw its motion to assume and assign and move to assume and assign this Lease to the person or entity designated by Landlord. 19