Common use of Assignment by Sublessee Clause in Contracts

Assignment by Sublessee. Except as expressly permitted in the following sentence, Sublessee will not assign any of its rights under this Sublease without the prior written consent of Sublessor and Head Lessor. On ten days' written notice to Sublessor, Sublessee may consolidate with or merge into any other corporation provided that the following conditions are met: (a) the corporation formed by such consolidation or into which Sublessee is merged shall be a corporation organized under the laws of the United States of America or any State thereof or the District of Columbia, shall be a citizen of the United States within the meaning of the Act, shall be a United States certificated air carrier holding one or more certificates of public convenience and necessity and shall execute and deliver to Sublessor and Head Lessor an agreement containing an assumption by such successor corporation of the due and punctual performance of each covenant and condition contained in this Sublease and the other Operative Agreements, (b) immediately after giving effect to such transaction, no Event of Default shall have occurred and be continuing and (c) Sublessee shall have delivered to Sublessor an Officer's Certificate of Sublessee stating that such transaction complies with the requirements of this Section 15.3.