Common use of Assignment by Tenant Clause in Contracts

Assignment by Tenant. Except as hereinafter provided, and subject to the Loan Agreement, the Indenture, the Deed of Trust, and the Non-Disturbance Agreement, Tenant shall not transfer, assign or hypothecate this Lease or its interest hereunder without the written consent of Landlord and Bondholders, which consent shall not be unreasonably withheld; provided that no transfer, assignment or hypothecation shall release Tenant from any obligation or liability under this Lease, and the person or persons to whom this Lease may be transferred or assigned shall also assume all the obligations of Tenant under this Lease. A copy of any such proposed assignment shall be delivered to Landlord and Trustee in advance of its consenting thereto. No subletting and no acceptance by Landlord of any rent or other sum of money from a sublessee, and no recognition by Landlord of any subletting shall release Tenant from any of its obligations under this Lease. (a) Notwithstanding the provisions of the foregoing Section 6.1(a), subject to the covenants set forth in Section 6.4 hereof, Tenant shall have the right to transfer or assign this Lease or sublet the Project or any portion thereof without the Landlord's consent or the consent of Bondholders to any corporation more than fifty percent (50%) of the stock of which is owned by Parent (as defined in Section 6.4 below), or to any corporation more than fifty percent (50%) of the stock of which is owned by any corporation owning more than fifty percent (50%) of Tenant's stock, or to any corporation surviving or resulting from a merger or consolidation to which Tenant may be a party (providing that Parent shall own more than 50% of the stock of 42 49 such surviving corporation), or to any corporation succeeding to all or a substantial portion of the assets of Tenant (providing that Parent shall own more than 50% of the stock of such successor corporation); provided, that no such transfer or assignment shall relieve or release Tenant from any obligation or liability under this Lease, and the party or parties to whom this Lease may be transferred or assigned shall assume all the obligations of Tenant hereunder. The sale of stock by Parent or any shareholder of Parent, or the merger or consolidation of Parent with or into any other entity, shall not constitute an assignment of this Lease.

Assignment by Tenant. Except Tenant may assign Tenant's interest in this -------------------- Lease to a third party so long as hereinafter provided(i) Tenant remains fully liable and responsible for the obligations imposed by this Lease and (ii) Landlord consents to such assignment, and subject with such consent not to the Loan Agreement, the Indenture, the Deed of Trust, and the Non-Disturbance Agreementbe unreasonably withheld. If Tenant shall desire Landlord's consent to any assignment, Tenant shall not transfer, assign or hypothecate this Lease or its interest hereunder without the written consent of notify Landlord and Bondholdersin writing, which consent notice (the "Notice") shall include (i)the proposed effective date of the assignment, which shall not be unreasonably withheld; provided that no transferless than thirty (30) days nor more than one hundred eighty ( 180) days after the date of delivery of the Notice, (ii) all of the terms of the proposed assignment or hypothecation shall release Tenant from any obligation or liability under this Lease, and the person or persons to whom this Lease may be transferred or assigned shall also assume all the obligations of Tenant under this Lease. A copy of any such proposed assignment shall be delivered to Landlord and Trustee in advance of its consenting thereto. No subletting and no acceptance by Landlord of any rent or other sum of money from consideration therefor, including a sublessee, and no recognition by Landlord of any subletting shall release Tenant from any of its obligations under this Lease. (a) Notwithstanding the provisions calculation of the foregoing Section 6.1(a), subject to the covenants set forth in Section 6.4 hereof, Tenant shall have the right to transfer or assign this Lease or sublet the Project or any portion thereof without the Landlord's consent or the consent of Bondholders to any corporation more than fifty percent (50%) of the stock of which "Transfer Premium," as that term is owned by Parent (as defined in Section 6.4 14.3, below), in connection with such assignment, the name and address of ------------ the proposed assignee, and a copy of all existing and/or proposed documentation pertaining to the proposed assignee, including all existing operative documents to be executed to evidence such assignment or the agreements incidental or related to any corporation more than fifty percent such assignment, (50%iv) current financial statements of the stock of proposed assignee certified by an officer, partner or owner thereof, and any other information required by Landlord, which is owned by any corporation owning more than fifty percent (50%) of Tenant's stockwill enable Landlord to determine the financial responsibility, or to any corporation surviving or resulting from a merger or consolidation to which Tenant may be a party (providing that Parent shall own more than 50% character, and reputation of the stock proposed assignee, nature of 42 49 such surviving corporation), or to any corporation succeeding to all or a substantial portion assignee's business and proposed use of the assets of Subject Space, (v) an executed estoppel certificate from Tenant (providing that Parent shall own more than 50% of in the stock of such successor corporation); provided, that no such transfer or assignment shall relieve or release Tenant from any obligation or liability under this Leaseform attached hereto as Exhibit ------- E, and the party or parties to whom this Lease (vi) such other information as Landlord may reasonably require. Any - assignment made without Landlord's prior written consent shall, at Landlord's option, be transferred or assigned shall assume all the obligations null, void and of no effect, and shall, at Landlord's option, constitute a default by Tenant hereunder. The sale of stock by Parent or any shareholder of Parent, or the merger or consolidation of Parent with or into any other entity, shall not constitute an assignment of this Lease.under Section 19.1.2

Assignment by Tenant. Except as hereinafter provided, and subject to the Loan Agreement, the Indenture, the Deed of Trust, and the Non-Disturbance Agreement, Tenant shall not voluntarily or by operation of law assign, transfer, assign mortgage, lease, sublet, grant, license or hypothecate otherwise transfer or encumber all or any part of Tenant's interest in this Lease or its interest hereunder in the Premises, or permit the use or occupancy of the Premises or any part thereof by anyone other than Tenant, without the Landlord's prior written consent of Landlord and Bondholdersconsent, which consent shall may be withheld or conditioned in Landlord's sole and absolute discretion. Landlord agrees to not be unreasonably withheld; withhold its consent in the event Tenant requests to sublet under (a) or (b) below, provided that no transfer, assignment or hypothecation shall release any proceeds payable to Tenant from any obligation or liability under this Lease, by reason of such subletting in excess of Rent due hereunder are paid to Landlord when due and the person or persons provided that such entity agrees to whom this Lease may be transferred or assigned shall also assume all otherwise fulfill the obligations of Tenant under this Lease. A copy hereunder with respect to that portion of any the Premises which are the subject of such proposed assignment shall be delivered to Landlord and Trustee in advance of its consenting thereto. No subletting and no acceptance by Landlord of any rent or other sum of money from a sublessee, and no recognition by Landlord of any subletting shall release Tenant from any of its obligations under this Lease. subletting: (a) Notwithstanding the provisions entire Premises to an entity which on the effective date of such subletting satisfies the Financial Test (for purposes of applying the Financial Test such entity shall be treated as the proposed subtenant), and (b) any portion of the foregoing Section 6.1(a)Premises which is architecturally divisible from the balance of the Premises, subject provided that the aggregate portion of the Premises permitted to the covenants set forth in Section 6.4 hereof, Tenant shall have the right to transfer or assign be sublet under this Lease or sublet the Project or any portion thereof without the Landlord's consent or the consent of Bondholders to any corporation more than fifty subsection 12.1(b) does not exceed twenty percent (5020%) of the stock of which is owned by Parent (as defined in Section 6.4 below), or to any corporation more than fifty percent (50%) square footage of the stock of which is owned by Premises at any corporation owning more than fifty percent (50%) of Tenant's stocktime. Any attempted assignment, transfer, mortgage, use, lease, occupancy, encumbrance or to any corporation surviving or resulting from a merger or consolidation to which Tenant may subletting without such consent shall be a party (providing that Parent void and shall own more than 50% of the stock of 42 49 such surviving corporation), or to any corporation succeeding to all or a substantial portion of the assets of Tenant (providing that Parent shall own more than 50% of the stock of such successor corporation); provided, that no such transfer or assignment shall relieve or release Tenant from any obligation or liability under this Lease, and the party or parties to whom this Lease may be transferred or assigned shall assume all the obligations of Tenant hereunder. The sale of stock by Parent or any shareholder of Parent, or the merger or consolidation of Parent with or into any other entity, shall not constitute an assignment Event of this LeaseDefault. In the event that Landlord furnishes such consent, Tenant shall pay all costs incurred by Landlord in connection with such consent, including attorney's fees.

Assignment by Tenant. (a) Except as hereinafter provided, and subject to the Loan Agreement, the Indenture, and the Deed of Trust, and the Non-Disturbance Agreement, Tenant shall not transfer, assign or hypothecate this Lease or its interest hereunder without the written consent of Landlord and Bondholders, which consent shall not be unreasonably withheld; provided that no transfer, assignment or hypothecation shall release Tenant from any obligation or liability under this Lease, and the person or persons to whom this Lease may be transferred or assigned shall also assume all the obligations of Tenant under this Lease. A copy of any such proposed assignment shall be delivered to Landlord and Trustee in advance of its consenting thereto. No subletting and no acceptance by Landlord of any rent or other sum of money from a sublessee, and no recognition by Landlord of any subletting shall release Tenant from any of its obligations under this Lease. (ab) Notwithstanding the provisions of the foregoing Section 6.1(a), subject to the covenants set forth in Section 6.4 hereof, Tenant shall have the right to transfer or assign this Lease or sublet the Project or any portion thereof without the Landlord's consent or the consent of Bondholders to any corporation more than fifty percent (50%) of the stock of which is owned by Parent (as defined in Section 6.4 below)Tenant, or to any corporation more than fifty percent (50%) of the stock of which is owned by any corporation owning more than fifty percent (50%) of Tenant's stock, or to any corporation surviving or resulting from a merger or consolidation to which Tenant may be a party (providing that Parent shall own more than 50% of the stock of 42 49 such surviving corporation)party, or to any corporation succeeding to all or a substantial portion of the assets of Tenant (providing that Parent shall own more than 50% of the stock of such successor corporation)Tenant; provided, that no such transfer or assignment shall relieve or release Tenant from any obligation or liability under this Lease, and the party or parties to whom this Lease may be transferred or assigned shall assume all the obligations of Tenant hereunder. The sale of stock by Parent Tenant or any shareholder of Parent, or the merger or consolidation of Parent with or into any other entity, Tenant shall not constitute an assignment of this Lease.