Assignment Subletting and Encumbrance Sample Clauses

The "Assignment, Subletting and Encumbrance" clause governs whether and how a party to a contract—typically a tenant in a lease—can transfer their rights or obligations to another party, or place a legal claim (encumbrance) on their interest. This clause often sets conditions such as requiring the landlord’s written consent before a tenant can assign the lease to someone else, sublet the premises, or use the lease as collateral for a loan. Its core function is to give the original contracting party, usually the landlord, control over who occupies or has an interest in the property, thereby protecting their interests and ensuring the suitability of any new party involved.
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Assignment Subletting and Encumbrance. Except as expressly permitted in the Master Lease, Subtenant shall not voluntarily or involuntarily, by operation of law or otherwise, assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Premises without obtaining the prior written consent of Sublandlord and Master Landlord with respect thereto. Provided Master Landlord’s consent is obtained, Sublandlord shall not unreasonably withhold its consent to any proposed sublease; provided, further, however that Sublandlord may require as a condition of granting any such consent that (i) the nature of the sublessee’s proposed use of the Premises and the sublessee’s reputation shall be reasonably satisfactory to Sublandlord and (ii) Subtenant reaffirms, in form satisfactory to Sublandlord, its continuing liability under the Sublease. Any assignment, subletting, mortgage or other encumbrance attempted by Subtenant to which Sublandlord and/or Master Landlord has not consented in writing pursuant to the provisions hereof (where such consent was required) shall be null and void and of no effect.
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Assignment Subletting and Encumbrance. Tenant may assign or otherwise transfer any interest herein, or sublease or license the use of all or any portion of the Leased Property, only with the written consent of Landlord. Landlord reserves the right of inspection of the books and records of all sublessees, licensees and assigns of the Tenant. Landlord may transfer or assign its interest of the Lease, subject to first receiving necessary prior approval of such transactions by the appropriate governmental authorities, including the Mississippi Gaming Commission. Any transfer, assignment, or sublease of the Tenant shall not relieve Tenant from any liabilities accruing for payment of all rents herein provided and from any obligation thereafter accruing to keep and be bound by all terms, covenants and conditions of the Lease, unless Landlord consents to allowing transferee, assignee or sublessee to assume these obligations, which consent shall not be unreasonably withheld or delayed. Tenant is aware that Landlord intends to form a business corporation to which some or all of the real property described in Exhibits "A", "B" and "C" shall be conveyed. The owners, officers and directors of the aforesaid corporations will consist of Landlord and their immediate family members.
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Assignment Subletting and Encumbrance 
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Assignment Subletting and Encumbrance. Tenant shall not assign its interest in this Lease nor sublet the Premises, or any part thereof (each, a "TRANSFER") without the prior written consent of Landlord, which shall not be unreasonably withheld. Notwithstanding the foregoing, none of the following events shall constitute a Transfer or require the prior written consent of Landlord: (a) a change in the control of day-to-day management of Tenant, (b) any sale or transfer of the stock or ownership interests in Tenant, (c) any sublease, assignment or other transfer of the interest in Tenant in and to this Lease to any entity controlling, controlled by or under common control with Tenant, or (d) any access onto the Premises by Tenant's customers or business invitees.
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Assignment Subletting and Encumbrance. Subtenant shall not voluntarily or involuntarily, by operation of law or otherwise, assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Premises without obtaining the prior written consent of Sublandlord and Master Landlord with respect thereto. Provided Master Landlord’s consent is obtained, Sublandlord shall not unreasonably withhold its consent to any proposed sublease; provided, further, however that Sublandlord may require as a condition of granting any such consent that (i) the proposed Subtenant demonstrate that its financial resources are sufficient to service its proposed obligations under such sublease, (ii) the nature of the Subtenant’s proposed use of the Premises and the Subtenant’s character shall be reasonably satisfactory to Sublandlord, and (iii) Subtenant reaffirms, in form satisfactory to Sublandlord, its continuing liability under the Sublease. Except as provided above, Sublandlord may withhold in its sole and absolute discretion its consent to any assignment, mortgage, encumbrance or other transfer of this Sublease. Any assignment, subletting, mortgage or other encumbrance attempted by Subtenant to which Sublandlord and/or Master Landlord has not consented in writing pursuant to the provisions hereof shall be null and void and of no effect. Notwithstanding the foregoing, subject to the provisions of the Master Lease, no consent of Sublandlord shall be required in connection with any assignment of this Sublease to an Affiliate pursuant to a merger or reorganization, provided that such entity following the merger or reorganization is of an equal or greater financial worth as Subtenant as of the Effective Date, assumes all of Subtenant’s rights and obligations hereunder, and provided further that Subtenant shall provide Sublandlord with twenty (20) calendar days prior written notice of such merger or reorganization. No consent by Master ▇▇▇▇▇▇▇▇ to any assignment, transfer, subletting of this Sublease in any one instance shall constitute a waiver of the necessity for such consent in a subsequent instance. Notwithstanding anything in this Sublease to the contrary, in no event for Subtenant’s fundraising purposes shall the transfer of Subtenant’s stock in connection with an initial public offering constitute an assignment of this Sublease or require Sublandlord’s consent thereto.
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Assignment Subletting and Encumbrance. Sublessee shall not voluntarily or involuntarily assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Sublease Premises, without obtaining the prior written consent of Sublessor thereto, which Sublessor may grant or withhold in Sublessor's sole and absolute discretion. Any assignment, subletting, mortgage or other encumbrance attempted by Sublessee to which Sublessor has not consented in writing shall be null and void and of no effect.
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Assignment Subletting and Encumbrance. Subtenant shall not voluntarily or involuntarily, by operation of law or otherwise, assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Premises without obtaining the prior written consent of Sublandlord and Master Landlord with respect thereto, but only to the extent such consent shall be required pursuant to Section 11 of the Original Lease. Provided Master Landlord’s consent is obtained, Sublandlord shall not unreasonably withhold its consent to any proposed sublease; provided, further, however that Sublandlord may require as a condition of granting any such consent that (i) the proposed sublessee demonstrate that its financial resources are sufficient to service its proposed obligations under such sublease, (ii) the nature of the sublessee’s proposed use of the Premises and the sublessee’s reputation shall be reasonably satisfactory to Sublandlord and (iii) Subtenant reaffirms, in form satisfactory to Sublandlord, its continuing liability under the Sublease, including that the Letter of Credit remain in place in favor of Sublandlord throughout the term of this Sublease. Except as provided above, Sublandlord may withhold in its sole and absolute discretion its consent to any assignment, mortgage, encumbrance or other transfer of this Sublease. Any assignment, subletting, mortgage or other encumbrance attempted by Subtenant to which Sublandlord and/or Master Landlord has not consented in writing pursuant to the provisions hereof shall be null and void and of no effect.
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Assignment Subletting and Encumbrance. Landlord shall have the right to transfer or assign, in whole or in part, by operation of law or otherwise, its rights and obligations hereunder. Without the express prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed, Tenant shall not assign or transfer this Lease, or any interest herein or any right or privilege appurtenant hereto, or sublease all or any portion of the Premises except only to any entity controlling, controlled by or under common control with Tenant. Notwithstanding the foregoing, Tenant shall have the absolute right without the consent of Landlord to transfer Tenant's interest in this Lease in connection with the sale or other disposition of all or substantially all of Tenant's assets or business operations, or in connection with any merger, acquisition or consolidation with any other entity. In addition, the sale of all or any portion of the stock of Tenant shall not be deemed a transfer of Tenant's interest in this lease. Tenant shall not mortgage, pledge, hypothecate or encumber its interest in this Lease or the Premises. Tenant shall not be relieved of any of its obligations hereunder by reason of any assignment of this Lease or any sublease of all or part of the Premises.
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Related to Assignment Subletting and Encumbrance

  • Assignment/Subletting Except as provided herein, Tenant shall not assign or in any manner transfer this Lease or any estate or interest hereunder and shall not sublease the Premises or any part thereof without the prior written consent of Landlord, which shall not be unreasonably withheld, conditioned, or delayed. As part of Tenant’s request for, and as a condition to, Landlord’s consent to such assignment or sublease, Tenant shall provide Landlord with financial statements for the proposed transferee and such other information as Landlord may reasonably request. Tenant shall not be entitled to receive monetary damages based upon a claim that Landlord unreasonably withheld its consent to a proposed transfer to a third party and Tenant’s sole remedy shall be an action to enforce any such provision through specific performance or declaratory judgment. Tenant shall reimburse Landlord for its actual reasonable costs and expenses incurred in connection with such assignment or sublease request. Notwithstanding anything in this Lease to the contrary, so long as Tenant is not in default under this Lease beyond applicable notice and cure periods, the consent of the Landlord need not be obtained if the assignment of the Lease is to a: (i) parent, subsidiary or affiliate of Tenant; (ii) company with which Tenant may merge or consolidate; (iii) corporation that acquires all or substantially all of the shares of stock or assets of Tenant; or (iv) to any corporation which is the successor corporation in the event of a corporate reorganization (a “Related Entity”); provided, however, that (i) such Related Entity does not use the Premises for any other use than the use permitted by this Lease, and (ii) with respect to an assignment to a Related Entity described in subsections (ii) and (iii), such Related Entity has a tangible net worth equal to or greater than $10,000,000.00. Landlord agrees that Tenant shall have the right, without Landlord’s consent, to sublease or license a portion of the Premises to a Related Entity described in subsection (i) above, provided that such Related Entity does not use the Premises for any other use than the use permitted by this Lease. Tenant shall give Landlord written notice at least ten (10) days prior to the effective date of the proposed transfer, along with all applicable documentation and other information necessary for Landlord to determine that the requirements of this Section 13 have been satisfied, including if applicable, the qualification of such proposed transferee as an affiliate of Tenant or a Related Entity.

  • Subletting Assignment Check the appropriate box to allow or deny the tenant to sublet the dwelling unit. If a landlord is allowing the tenant to sublet, it is important to indicate the number of days the tenant must notify the landlord of the subtenant’s contact information.

  • Assignment Subleasing (a) With the exception of a tenant that would render any Leased Property or a portion thereof a “tax-exempt use property” within the meaning of Section 168(h) of the Code, Tenant may assign its interest in this Lease and may sublet or grant licenses to any Leased Property in whole or in part, from time to time, without the consent of Landlord, provided that, in the case of an assignment, Lease Guarantor reaffirms its obligations under the Lease Guaranty after giving effect to such assignment. Tenant shall have no rights to mortgage or otherwise hypothecate its leasehold interest under this Lease. With respect to any assignment or sublease to an entity that is not an Affiliate of Tenant and which relates to at least 10% of the usable square feet of any Leased Property, Tenant shall provide Landlord with a written summary of the material terms of such assignment or sublease prior to the commencement date thereof. For purposes of this Paragraph 17(a), the term “assignment” and “assign” shall not include any sale of the stock of Tenant, provided that (i) the Lease Guarantor reaffirms its obligations under the Lease Guaranty after giving effect to such sale and (ii) such sale does not result in an Event of Default. (b) Each sublease or license of a Leased Property or any part thereof shall be subject and subordinate to the provisions of this Lease, and the term of each such sublease shall terminate on or before the Expiration Date. No assignment or sublease shall affect or reduce any of the obligations of Tenant hereunder, and all such obligations shall continue in full force and effect as obligations of a principal and not as obligations of a guarantor, as if no assignment or sublease had been made, provided that if Tenant assigns its interest hereunder to any entity that has acquired all, or substantially all, of Tenant’s assets, Tenant shall be relieved of all of its obligations under this Lease from and after the effective date of such assignment so long as (i) the assignee has executed the agreement referred to below in this paragraph and (ii) such sale or transfer of assets by Tenant does not result in an Event of Default. Notwithstanding any assignment or subletting, but subject to the foregoing sentence, Tenant shall continue to remain primarily liable and responsible for the payment of the Basic Rent and Additional Rent and the performance of all its other obligations under this Lease. No assignment or sublease shall impose any obligations on Landlord, except as otherwise provided in this Lease. Tenant agrees that in the case of an assignment of this Lease, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by Tenant and its assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment. In the case of a sublease which relates to more than 10% of the usable square feet of a Leased Property, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease; with respect to each other sublease, Tenant shall provide a copy thereof to Landlord promptly after Landlord’s request therefor. (c) Upon the occurrence and during the continuance of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease or license of any Leased Property, and Tenant hereby irrevocably and unconditionally assigns such rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default, provided, however, that if such Event of Default is subsequently cured and this Lease has not been terminated, Landlord shall pay to Tenant all amounts it received pursuant to such assignment that have not been applied to the obligations of Tenant hereunder.

  • Assignment; Sublease 19.1 Lessor may sell, assign or otherwise transfer all or any part of its right, title and interest in and to the Equipment and/or this Lease Agreement to a third-party assignee, subject to the terms and conditions of this Lease Agreement including, but not limited to, the right to the quiet enjoyment of the Equipment by Lessee as set forth in Section 7.1 above. Such assignee shall assume all of the rights and obligations of Lessor under this Lease Agreement and shall relieve Lessor therefrom. Thereafter, all references to Lessor herein shall mean such assignee. Notwithstanding any such sale, assignment or transfer, the obligations hereunder shall remain absolute and unconditional as set forth in Section 7.2 above. 19.2 Lessor may also pledge, mortgage or grant a security interest in the Equipment and assign this Lease Agreement as collateral. Each such pledgee, mortgagee, lienholder or assignee shall have any and all rights as may be assigned by Lessor but none of the obligations of Lessor hereunder. Any pledge, mortgage or grant of security interest in the Equipment or assignment of this Lease Agreement shall be subject to the terms and conditions hereof including, but not limited to, the right to the quiet enjoyment of the Equipment by Lessee as set forth in Section 7.1 above. Lessor, by reason of such pledge, mortgage, grant of security interest or collateral assignment, shall not be relieved of any of its obligations hereunder which shall remain absolute and unconditional as set forth in Section 7.2 above. Upon the written request of Lessor, Lessee shall acknowledge such obligations the pledgee, mortgagee, lienholder or assignee. 19.3 LESSEE SHALL NOT SELL, TRANSFER, ASSIGN, SUBLEASE, CONVEY OR PLEDGE ANY OF ITS INTEREST IN THIS LEASE AGREEMENT OR ANY OF THE EQUIPMENT, WITHOUT THE PRIOR WRITTEN CONSENT OF LESSOR. Any such sale, transfer, assignment, sublease, conveyance or pledge, whether by operation of law or otherwise, without the prior written consent of Lessor, shall be void.

  • Assignment of Leases The Assignment of Leases creates a valid assignment of, or a valid security interest in, certain rights under the Leases, subject only to a license granted to Borrower to exercise certain rights and to perform certain obligations of the lessor under the Leases, including the right to operate the Property. No Person other than Lender has any interest in or assignment of the Leases or any portion of the Rents due and payable or to become due and payable thereunder.