Assignment by Leasehold Mortgagee Clause Samples

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Assignment by Leasehold Mortgagee. The written consent of Landlord shall not be required for any assignment of this Lease to a Leasehold Mortgagee or to any other entity or person who purchased the leasehold estate hereunder at any judicial or non-judicial foreclosure sale held pursuant to the terms of a Trust Deed or to a Leasehold Mortgagee, or an Affiliate thereof, who acquired the leasehold estate hereunder through a deed or assignment in lieu of foreclosure, provided that in any such event such other entity or person forthwith gives notice to Landlord in writing of any such assignment or transfer, setting forth the name and address of the transferee, the effective date of such assignment, and the express agreement of the transferee assuming and agreeing to perform all of the obligations under this Lease required of Tenant to be performed, except those covenants which, by their terms, cannot be performed by any person other than the original Tenant, together with a copy of the document by which such assignment was made. In the event a Leasehold Mortgagee, or an Affiliate thereof, acquired the leasehold estate hereunder through foreclosure or deed or assignment in lieu of foreclosure, such entity shall have the right to assign or transfer this Lease to any person or entity with the prior written consent of Landlord, which consent shall be based on Landlord’s exclusive determination that Landlord’s programmatic and financial interests in consenting to such assignment or transfer are not impaired. Without limitation, Landlord may withhold such consent to assignment if it determines in its sole and absolute discretion that the proposed assignee and its intended use of the Premises are not or would be inconsistent with the mission of the University. The liability of such Leasehold Mortgagee, or such Affiliate thereof, under this Lease will cease upon a Landlord approved assignment or transfer of this Lease (which assignment or transfer shall contain an express assumption by any transferee of all Lease obligations).
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Assignment by Leasehold Mortgagee. Any party, including a Leasehold Mortgagee or the assignee of such Leasehold Mortgagee, that becomes the owner of or acquires any interest in this Lease pursuant to foreclosure and sale or by assignment in lieu of foreclosure, may sell, assign, transfer or otherwise dispose of this Lease or its interest in this Lease without the consent of Lessor; provided, however, that for so long as the Prime Lease is in effect, no such Leasehold Mortgagee or assignee shall occupy or sublease the Premises for any use other than a manufacturing and industrial use allowed by the Covenants without the consent of Lessor and County, which consent shall not be unreasonably withheld, conditioned or delayed. All rights and references herein to a Leasehold Mortgagee, shall be read to include the assignee of such Leasehold Mortgagee. Notice of any such assignment shall be given to Lessor and County.
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Assignment by Leasehold Mortgagee. The term “Leasehold Mortgagee” as used in this Lease shall mean not only the original lender that loaned money to Tenant and is named as beneficiary, mortgagee, or security holder in the security instrument creating any Leasehold Mortgage, but also all subsequent purchasers or assignees of such security instrument.
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Assignment by Leasehold Mortgagee. If a Permitted Leasehold Mortgagee shall acquire title to Tenant’s interest in this Lease by foreclosure, assignment in lieu of foreclosure or otherwise, or obtain a new lease pursuant to Section 13.3, Permitted Leasehold Mortgagee may assign this lease or such new lease in accordance with the terms and conditions of Article X.
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Assignment by Leasehold Mortgagee. If the Leasehold Mortgagee acquires title to Tenant’s interest in this Lease, by foreclosure or assignment in lieu thereof or under a New Lease pursuant to this Section 36, such Leasehold Mortgagee may assign this Lease (or such New Lease, as applicable), and shall thereafter be released from all liability under this Lease (or such New Lease, as applicable), from and after the date of such assignment.
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Assignment by Leasehold Mortgagee. Any party, including a Leasehold Mortgagee or the assignee of such Leasehold Mortgagee, that becomes the owner of or acquires any interest in this Lease pursuant to foreclosure and sale or by assignment in lieu of foreclosure, may sell, assign, transfer or otherwise dispose of this Lease or its interest in this Lease without the consent of Lessor; provided, however, that for so long as the Prime Lease or the Ground Sublease is in effect, no such Leasehold Mortgagee or assignee shall occupy or sublease the Premises for any use other than a manufacturing and industrial use allowed by the Covenants
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Assignment by Leasehold Mortgagee. Any party, including a Leasehold Mortgagee or the assignee of such Leasehold Mortgagee, that becomes the owner of or acquires any interest in this Lease pursuant to foreclosure and sale or by assignment in lieu of foreclosure, 38 45 may sell, assign, transfer or otherwise dispose of this Lease or its interest in this Lease without the consent of County. All rights and references herein to a Leasehold Mortgagee, shall be read to include the assignee of such Leasehold Mortgagee. Notice of any such assignment shall be given to County.
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Assignment by Leasehold Mortgagee. If a Leasehold Mortgagee shall acquire Tenant’s interest in this Lease as a result of a sale under said Leasehold Mortgage pursuant to a power of sale contained therein, pursuant to a judgment of foreclosure, through any transfer in lieu of foreclosure, or through settlement of or arising out of any pending or contemplated foreclosure, bankruptcy or insolvency action, or in the event a Leasehold Mortgagee becomes Tenant under this Lease or any reinstated Lease obtained pursuant to Section 28.11 above, such Mortgagee’s right thereafter to assign or transfer this Lease or such reinstated Lease shall be subject to the restrictions of Article 27 of this Lease. In the event Leasehold Mortgagee subsequently assigns or transfers its interest under this Lease after acquiring the same by foreclosure or deed in lieu of foreclosure, and in connection with any such assignment or transfer, Leasehold Mortgagee takes back a mortgage or deed of trust encumbering such leasehold interest to secure a portion of the purchase price given to Leasehold Mortgagee for such assignment of transfer, then such mortgage or deed of trust shall be considered a Leasehold Mortgage, and Leasehold Mortgagee shall be entitled to receive the benefit and enforce the provisions of this Article 28 and any other provisions of this Lease intended for the benefit of the holder of a Leasehold Mortgage.
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Assignment by Leasehold Mortgagee. Notwithstanding any other provision of this Lease, if any Leasehold Mortgagee or other successor in interest shall acquire title to Lessee’s interest in this Lease by foreclosure or other sale pursuant to a Leasehold Mortgage thereon or by assignment in lieu of foreclosure or by an assignment from a designee or wholly owned subsidiary corporation of such Leasehold Mortgagee, or under a New Lease pursuant to this 0, such Leasehold Mortgagee may assign such lease and shall thereupon be released from all liability for the performance or observance of the covenants and conditions in such lease contained on the Lessee’s part to be performed and observed from and after the date of such assignment; provided that the assignee of such Leasehold Mortgagee shall have assumed such lease in accordance with 0; and, further provided that, if such Leasehold Mortgagee acquired its Leasehold Mortgage after completion of construction of the Improvements, then such assignor shall be released only as follows:‌ As a condition to such release, such assignor, at the time of such assignment, shall have complied with all the requirements described in Section 11.1.2 above; and Such release shall not include any claims or obligations which arose during the period of possession by such assignor.
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Related to Assignment by Leasehold Mortgagee

  • Assignment by Lessor The terms and conditions of each Schedule have been fixed by Lessor in order to permit Lessor to sell and/or assign or transfer its interest or grant a security interest in each Schedule and/or the Equipment to a Secured Party or Assignee. In that event, the term Lessor will mean the Assignee and any Secured Party. However, any assignment, sale, or other transfer by Lessor will not relieve Lessor of its obligations to Lessee and will not materially change Lessee's duties or materially increase the burdens or risks imposed on Lessee. The Lessee consents to and will acknowledge such assignments in a written notice given to Lessee. Lessee also agrees that: (a) The Secured Party will be entitled to exercise all of Lessor's rights, but will not be obligated to perform any of the obligations of Lessor. The Secured Party will not disturb Lessee's quiet and peaceful possession and unrestricted use of the Equipment so long as Lessee is not in default and the Secured Party continues to receive all Rent payable under the Schedule; and (b) Lessee will pay all Rent and all other amounts payable to the Secured Party, despite any defense or claim which it has against Lessor. Lessee reserves its right to have recourse directly against Lessor for any defense or claim; (c) Subject to and without impairment of Lessee's leasehold rights in the Equipment, Lessee holds the Equipment for the Secured Party to the extent of the Secured Party's rights in that Equipment.

  • Assignment by Lessee Lessee may transfer or assign its rights and obligations under this Agreement without the consent of Operator but shall deliver to Operator written notice of such transfer or assignment not less than ten (10) days prior to the effective date thereof; provided, however, in the event of the assignment of this Agreement to a party that is not an Affiliate, Operator shall have the right to terminate this Agreement within 15 days after receipt of written notice of such assignment, which termination will be effective within 30 days of Lessee’s receipt of such termination notice. Any transfer or assignment of this Agreement by Lessee shall include an express assumption by the transferee or assignee of Lessee’s obligations hereunder. Nothing herein shall be deemed to require Lessee to assign or attempt to assign this Agreement to any third party, including any buyer of a Hotel.

  • Assignment by Landlord Landlord shall have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder, in the Premises, and in such event and upon such transfer no further liability or obligation shall thereafter accrue against Landlord hereunder.

  • Assignment and Subletting by Tenant Tenant may not assign its interest in this Lease or sublet the whole or any part of the Premises without the prior consent of Landlord, which consent will not be unreasonably withheld, delayed or conditioned. Tenant shall remain primarily liable and responsible under this Lease in the event of any such assignment or sublease and shall not be released from its obligations hereunder nor shall the guaranty of the Lease by Air Industries Group be terminated or released. Any assignment of this Lease or subletting of the Premises without notification to and consent by Landlord shall not be effective as to Landlord and Landlord shall not be bound thereby. Tenant agrees that it shall not be unreasonable for Landlord to withhold its consent to a proposed sublease or assignment if: (a) The proposed assignee (“Proposed Assignee”) refuses to provide Landlord with financial statements covering a period of at least 12 months ending no earlier than six months and no later than three months prior to the effective date of the proposed assignment; (b) The Proposed Assignee shall not agree in writing to assume all of the obligations of Tenant under this Lease from and after the date of assignment; (c) Tenant or Proposed Assignee shall fail to pay to Landlord a processing fee of One Thousand Five Hundred ($1,500.00) Dollars (increased by 2% each year commencing 1/1/17) in connection with the proposed sublet or assignment of this lease; (d) Tenant shall fail to furnish Landlord with a true and correct copy of the sublease or assignment and assumption not less than thirty (30) days prior to execution for Landlord’s review and approval and a fully executed counterpart of the sublease or assignment and assumption of this Lease, as applicable, within ten (10) days after the date of the execution of same; (e) The Proposed Assignee is not solvent or is generally held in disrepute; (f) Without consent of Landlord, Tenant may assign this Lease to a corporation or other entity which is a direct or indirect subsidiary of Guarantor. (g) Without consent of Landlord Tenant may assign this Lease or the holders of the equity interests of Tenant may sell or assign such interests to a third party which acquires all or substantially all of the business then being conducted by Tenant at the Premises. (h) Without consent of Landlord, Tenant may sell or transfer a minority of its equity interests or otherwise assign or sublease to an affiliate or subsidiary of Tenant or its parent company; up to forty-nine percent (49%) of the Premises, or transfer equity interests in connection with going public. (i) Under no circumstances shall Tenant or Guarantor be released from any liability under this Lease or Guaranty.

  • Leasehold Mortgage (a) Tenant may encumber by mortgage, mortgages or other proper instruments this Lease and Tenant’s leasehold interest in the Premises as security for any indebtedness undertaken by Tenant (each, a “Leasehold Mortgage”). The execution of a Leasehold Mortgage or other similar instrument, or the foreclosure thereof, or any sale thereunder, either by judicial proceedings or by virtue of any power reserved in a Leasehold Mortgage, or conveyance by Tenant to the holder of such indebtedness (each, a “Holder of Leasehold Mortgage”), or the exercising of any right, power or privilege reserved in a Leasehold Mortgage, shall not be held as a violation of any of the terms and conditions hereof, or as an assumption by the Holder of Leasehold Mortgage or its designee personally of the obligations hereof, except to the extent that the Holder of Leasehold Mortgage or its designee voluntarily assumes said obligations in order to avoid termination of this Lease, provided that such Leasehold Mortgage or the actions taken pursuant thereto shall not violate the following provisions of this Paragraph. (b) If Tenant shall encumber this Lease or its leasehold interest in the Premises and if Tenant or a Holder of Leasehold Mortgage shall give written notice to Landlord of the existence thereof and the address of such Holder of Leasehold Mortgage, then Landlord will mail or deliver to each such Holder of Leasehold Mortgage, at such address, a duplicate copy of all notices in writing which Landlord may, from time to time, give to or serve on Tenant under and pursuant to the terms and provisions hereof, such copies shall be mailed or delivered to each such Holder of Leasehold Mortgage, at, or as near as possible to, the same time such notices are given to or served on Tenant. Each such Holder of Leasehold Mortgage may, at its option, at any time before the rights of Tenant shall be terminated as provided herein, pay any of the rents due hereunder, or pay any taxes and assessments, or do any act or thing required of Tenant by the terms hereof, or do any act or thing that may be necessary and proper to be done in the observance of the covenants and conditions hereof, or to prevent the termination hereof, all payments so made, and all things so done and performed by such Holder of Leasehold Mortgage shall be as effective to prevent a termination of the rights of Tenant hereunder as the same would have been if done and performed by Tenant. (c) Landlord agrees that it will not terminate this Lease because of the bankruptcy or insolvency of the Tenant, or because the Tenant shall abandon the Premises, or because the Tenant shall suffer this Lease or any estate or interest thereunder to be taken under any writ of execution, or because the Tenant shall make an assignment for the benefit of creditors, or because of any other failure on the part of Tenant to observe or perform any of the covenants contained in this Lease, if a Holder of Leasehold Mortgage cures any default by Tenant which is curable by the payment of money within thirty (30) days after the date of written notice from Landlord to each Holder of Leasehold Mortgage specifying the nature of the default, or if such default is not curable by the mere payment of money, then if a Holder of Leasehold Mortgage shall agree in writing to perform (and does perform) within ninety (90) days after the date of the written notice of default from Landlord to each Holder of Leasehold Mortgage specifying the nature of the default all of the obligations of Tenant under this Lease capable of performance by a Holder of Leasehold Mortgage until such time as this Lease shall be sold upon foreclosure pursuant to the provisions of the Leasehold Mortgage. Provided that a Holder of Leasehold Mortgage pays all amounts then due and payable on the part of the Tenant, including interest and all late penalties, and Landlord’s legal fees incurred as a result of Tenant’s default, Landlord agrees to accept performance by such Holder of Leasehold Mortgage of any term, covenant or condition to be performed by Tenant under this Lease with the same force and effect as though timely performed by Tenant as long as such Holder of Leasehold Mortgage performs within the time periods previously set forth in this Subparagraph. If a Holder of Leasehold Mortgage fails to cure any Tenant default in accord with the foregoing, Landlord may terminate this Lease and proceed with all available remedies to take possession of the Premises and all other rights pertaining thereto, as set forth in the provisions governing default under this Lease. When more than one Holder of Leasehold Mortgage exists, the rights and interests of each Holder of Leasehold Mortgage under this Lease shall be determined by the priority of each such Holder of Leasehold Mortgage and as such rights and interests may be restricted or otherwise allocated pursuant to any agreement(s) between such Holders of Leasehold Mortgage or between Tenant and such Holder(s) of Leasehold Mortgage. Notwithstanding any such agreement(s), Landlord is required to give any notice required hereunder to all Holders of Leasehold Mortgage of which Landlord has been given written notice. Landlord acknowledges that some Tenant defaults may not be capable of cure by a Holder of Leasehold Mortgage, such as the bankruptcy of the Tenant. Landlord agrees that Tenant defaults which are by their nature impossible to cure by a Holder of Leasehold Mortgage shall not be deemed a basis for termination of this Lease so long as all other defaults which are capable of cure are cured in accordance with this Section. (d) Landlord agrees that this Lease shall not be hereafter modified or amended without the prior written consent of each Holder of Leasehold Mortgage to: (i) Increase the Annual Rent or additional rent (except with regard to increases now provided in the Lease); (ii) Change the legal description of the Premises from that now set forth in this Lease; (iii) Shorten the term or any renewal term of this Lease, except as now permitted by this Lease; (iv) Change the permitted use of the Premises; or (v) Impose any additional obligations upon Tenant. Landlord further covenants and agrees not to accept a surrender of the Premises or a cancellation or release of this Lease from Tenant (except pursuant to the exercise of Landlord’s remedies provided herein if an event of default occurs) prior to the expiration or earlier termination thereof without the prior written consent of each Holder of Leasehold Mortgage. (e) If Landlord exercises Landlord’s right to terminate this Lease as provided in Article 20 hereof, then each Holder of Leasehold Mortgage shall have the right to notify Landlord in writing, within thirty (30) days after the effective date of written notice from Landlord to each Holder of Leasehold Mortgage, that such one or more Holders of Leasehold Mortgage or any designee or nominee thereof elects to lease the Premises from the date of such termination of this Lease for the remainder of the scheduled term of this Lease, including the option terms, at the rent and upon the other same terms, covenants and conditions that are herein set forth, with the same relative priority as this Lease and having the benefit of investing in such one or more Holder(s) of Leasehold Mortgage or any designee or nominee thereof of all of the rights, title, interests, powers and privileges of Tenant hereunder. If such one or more Holder(s) of Leasehold Mortgage elects to obtain such new lease, then such Holder(s) of Leasehold Mortgage shall be obligated, within thirty (30) days after delivery to Landlord of such notice of election, to (i) cure the default upon which such termination was based, or in respect to any default not capable of being cured within such thirty (30) day time period or which cannot be cured without entry and possession to proceed and effectuate such cure with due diligence following delivery of possession (excluding, however, Tenant defaults which by their nature are impossible to cure); (ii) pay to Landlord all Annual Rent including interest, all late penalties, and all items of additional rent due and payable under this Lease up to and including the date of commencement of the term of such new lease; and (iii) pay to Landlord all expenses and reasonable attorney’s fees incurred by Landlord in connection with any such default and termination and with the preparation, execution and delivery of such new lease. Upon such performance by such one or more Holder(s) of Leasehold Mortgage or any designee or nominee thereof, such parties shall have the same relative priority as this Lease and having the benefit of all the rights, titles, interests, powers and privileges of Tenant hereunder, including, specifically, automatic vesting of title to all improvements as well as all equipment, fixtures and machinery therein, until the expiration of the term of this Lease unless this Lease shall thereafter be sooner terminated. Such Holder(s) of Leasehold Mortgage or any designee or nominee thereof shall be obligated under such new lease and agree in writing that promptly following the delivery of the new lease, such Holder(s) of Leasehold Mortgage or its designee will perform or cause to be performed all of the other covenants and agreements herein contained on Tenant’s part to be performed. (f) Unless excused by Landlord, if any assignee or transferee of a Holder of Leasehold Mortgage or new lessee deriving rights from the Holder of Leasehold Mortgage fails to cure any of the Tenant’s defaults within one hundred twenty (120) days from the effective date of such assignment, transfer or new lease, this Lease and the lease rights hereunder and under any such new lease shall terminate forthwith at Landlord’s option and in Landlord’s sole and absolute discretion, such option to be exercised by sending written notice to the assignee or transferee that the new lease has been terminated pursuant to this provision. (g) Landlord agrees to execute and deliver any and all consents and other documents (including reasonable modifications to this Lease) reasonably requested by Tenant and/or one or more Holder(s) of Leasehold Mortgage so long as such documents are reasonably consistent with the provisions of this Section 7.02. (h) Notwithstanding any provision in this Article 7 or elsewhere in this Lease to the contrary, Tenant may, in its sole discretion, enter into lease financing, conventional financing and other arrangements in connection with the acquisition, lease and disposal of the equipment and/or personal property including, without limitation, leasing of equipment and/or personal property from another with an option to purchase at the end of the lease term and assignment of Tenant’s interests in the equipment and/or personal property, if required, as security for these transactions. (i) Nothing herein shall be deemed to relieve, impair, release, or discharge Tenant of its obligations to fully perform the terms of this Lease on Tenant’s part to be performed. (j) Notwithstanding any provision in this Article 7 or elsewhere in this Lease to the contrary, Tenant may, in its sole discretion and without the consent of Landlord enter into any financing and other arrangements which do not create a lien on the leasehold estate created hereby, including without limitation, pledges of proceeds from all uses of the Premises as provided in this Lease. (k) As used herein: