Common use of ASSIGNMENT, MORTGAGING AND SUBLETTING Clause in Contracts

ASSIGNMENT, MORTGAGING AND SUBLETTING. (a) Tenant covenants and agrees that neither this Lease nor the term and estate hereby granted, nor any interest herein or therein, will be assigned, mortgaged, pledged, encumbered or otherwise transferred, voluntarily, by operation of law or otherwise, and that neither the Premises, nor any part thereof will be encumbered in any manner by reason of any act or omission on the part of Tenant, or used or occupied, or permitted to be used or occupied, or utilized for desk space or for mailing privileges, by anyone other than Tenant, or for any use or purpose other than as stated in Exhibit 1, or be sublet, or offered or advertised for subletting, without obtaining Landlord's prior written consent, which consent may, except as set forth in this Article 16, be withheld in Landlord's sole discretion. The foregoing shall not prohibit Tenant's agents, employees, contractors, officers, directors and invitees from using the premises. (b) The assignment or transfer of this Lease, and the term and estate hereby granted, to any business entity ("Permitted Tenant Successor") into which Tenant is merged or with which Tenant is consolidated or which acquires all or substantially all of Tenant's stock or assets, is permitted without Landlord's consent, provided that:

ASSIGNMENT, MORTGAGING AND SUBLETTING. (a) Tenant covenants and agrees that Except as otherwise expressly provided in this Article, neither this Lease Lease, nor the term and estate hereby granted, nor any part hereof or thereof, nor the interest herein of Tenant in any sublease or thereinthe rentals thereunder, will shall be assigned, mortgaged, pledged, encumbered or otherwise transferredtransferred by Tenant, voluntarilyTenant's legal representatives, subtenants, or successors in interest by operation of law or otherwise, and that neither the Premises, nor any part thereof will thereof, shall be encumbered in any manner by reason of any act or omission on the part of Tenant or anyone claiming under or through Tenant, or shall be sublet or be used or occupied, occupied or permitted to be used or occupied, or utilized for desk space or for mailing privileges, privileges by anyone other than Tenant, Tenant or for any use or purpose other than as stated in Exhibit 1, or be sublet, or offered or advertised for sublettingpermitted by this Lease, without obtaining Landlord's the prior written consent, which consent may, except as set forth of Landlord in this Article 16, be withheld in Landlord's sole discretioneach case. The foregoing transfer (or transfers in the aggregate) of a controlling interest in Tenant, by transfers of stock or general partnership interests, shall not prohibit Tenant's agents, employees, contractors, officers, directors and invitees from using the premises. (b) The be deemed an assignment or transfer of this Lease. In the event that Tenant shall desire to assign this Lease or to sublease any portion of the Premises, then Tenant shall submit in writing to Landlord the name of the proposed assignee or subtenant, the nature and character of its business, the terms and conditions of the proposed assignment or subletting, information as to the financial responsibility of the proposed assignee or subtenant, and such other information as Landlord may require. In the term and estate hereby granted, to any business entity ("Permitted event that Tenant Successor") into which Tenant is merged or with which Tenant is consolidated or which acquires all or substantially all of Tenant's stock or assets, is permitted without Landlord's consent, provided that:desires to

ASSIGNMENT, MORTGAGING AND SUBLETTING. (a) Tenant covenants and agrees that neither Except as otherwise set forth in this ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇ shall not (i) wholly or partially assign or otherwise transfer this Lease nor the term and estate hereby or any rights herein granted, nor any interest herein (ii) sublet all or thereinpart of the Premises or allow the same to be used or occupied by others or in violation of Paragraph 6 hereof, will be assignedor (iii) mortgage, mortgagedpledge, pledged, encumbered or otherwise transferred, voluntarily, by operation of law encumber this Lease or otherwise, and that neither the Premises, nor all or any part thereof will be encumbered of the Premises in any manner by reason of any act or omission on the part of Tenant, or used or occupied, or permitted to be used or occupied, or utilized for desk space or for mailing privileges, by anyone other than Tenant, or for any use or purpose other than as stated in Exhibit 1, or be sublet, or offered or advertised for subletting, without obtaining Landlord's the prior written consentconsent of Landlord in each instance, which consent may, except as set forth in this Article 16, be withheld in Landlord's sole discretion. The foregoing shall not prohibit Tenant's agentsbe unreasonably withheld, employeesconditioned, contractorsor delayed. If Tenant or any assignee of Tenant is a corporation or partnership, officersthe terms “assign” and “assignment” shall, directors and invitees from using the premises. (b) The assignment or transfer for purposes of this Lease, be deemed to include the aggregate transfer of effective control of the applicable entity and/or a majority of the stock or partnership interest, as the case may be, of Tenant or such assignee of Tenant. Tenant shall reimburse Landlord for its actual legal fees (not to exceed $1,000.00), if any, and an administrative fee of $1,000.00 in connection with any request by Tenant for Landlord’s consent to an assignment. Notwithstanding anything to the term and estate hereby grantedcontrary contained in the Lease, Tenant shall be permitted to assign its interest in the Lease or to sublet all or any portion of the Premises, without advance notice to or consent from Landlord (i) to any business entity which controls, is controlled by, or under common control with Tenant; ("Permitted Tenant Successor"ii) into which Tenant is merged or with which Tenant is consolidated or which to any successor entity who acquires all or substantially all of Tenant's stock ’s assets or assets, is permitted without Landlord's consent, provided that:interest in its then-existing operations; and (iii) in connection with a merger or consolidation (each a “Permitted Transfer”).