Common use of Effect of Transfers Clause in Contracts

Effect of Transfers. No subletting or assignment (including a transfer to a Permitted Transferee) will release the initially named Tenant from any of its obligations under this Lease unless Landlord agrees to the contrary in writing and the initially named Tenant shall remain liable for the obligations under this Lease as a principal and not as a surety. Acceptance of Rent by Landlord from any person other than Tenant will not be deemed a waiver by Landlord of any provision of this Section 15. Consent to one assignment or subletting will not be deemed a consent to any subsequent assignment or subletting. In the event of any default by any assignee or subtenant or any successor of Tenant in the performance of any Lease obligation, Landlord may proceed directly against Tenant without exhausting remedies against such assignee, subtenant or successor. The voluntary or other surrender of this Lease by Tenant or the cancellation of this Lease by mutual agreement of Tenant and Landlord will not work a merger and will, at Landlord's option, terminate all or any subleases or operate as an assignment to Landlord of all or any subleases; such option will be exercised by notice to Tenant and all known subtenants in the Premises. If Landlord shall choose to take an assignment of a sublease then the subtenant shall be bound to Landlord for the balance of the Term thereof and shall attorn directly to Landlord under all of the executory terms of the sublease except that Landlord shall not (a) be liable for any previous act, omission or negligence of Tenant or any counterclaim, defense or offset that results from the same, (b) be bound by any previous modification or amendment of the sublease made without Landlord's consent or by any previous prepayment of more than one month's Rent, or (c) be obligated to perform any repairs or other work beyond Landlord's obligation under this Lease. Each subtenant shall execute and deliver such instruments as Landlord may reasonably request to evidence said attornment.

Effect of Transfers. 16.8.1 No subletting or assignment (including a transfer to a Permitted Transferee) will shall release the initially named Tenant from any of its obligations under this Lease unless Landlord agrees to Landlord, in Landlord’s sole discretion, shall the contrary in writing and writing, and, in the initially named Tenant event of a permitted assignment or other transfer (other than a sublease), the assignee or transferee shall remain liable for the be deemed to have assumed all of Tenant’s obligations under this Lease as a principal and not as a surety. Acceptance shall be jointly and severally liable with Tenant for all of Rent by Landlord from any person other than the obligations of the Tenant will not be deemed a waiver by Landlord of any provision of under this Section 15Lease. Consent to one assignment or subletting will shall not be deemed to constitute a consent to any subsequent assignment or subletting. In the event of any default by any assignee or subtenant or any successor of Tenant in the performance of any Lease obligationobligation which is not cured within any applicable cure period, Landlord may proceed directly against Tenant without exhausting remedies against such assignee, subtenant or successor. Any act or omission of an assignee or subtenant or any person claiming under or through any of them that violates this Lease shall be deemed a violation of this Lease by Tenant. If this Lease shall be assigned or if the Premises shall be sublet or occupied by anyone other than Tenant, whether or not in violation of the provisions of this Lease, then Landlord may collect from the assignee or transferee or, after an Event of Default shall have occurred, from the subtenant, and Tenant hereby authorizes and directs such party to pay to Landlord, all rent (whether or not denominated as Base Rent, Additional Rent or otherwise), additional rent and other charges payable pursuant to such instrument, with the net amount so collected applied to the Base Rent, Additional Rent and other charges payable under this Lease, but no such acceptance of rent by Landlord from any person other than Tenant shall be deemed a waiver by Landlord of any provision of this Section 16 (including, without limitation, Section 16.2 or 16.3) or an acceptance by Landlord of the assignee, transferee or subtenant as a tenant, or a release of Tenant from the further performance of the covenants and agreements to be performed by Tenant under this Lease. 16.8.2 The voluntary or other surrender of this Lease by Tenant or the cancellation of this Lease by mutual agreement of Tenant and Landlord will shall not work a merger and willand, upon any termination of this Lease prior to the date fixed as the Expiration Date for any reason, or any re-entry or repossession of the Premises by Landlord under this Lease or any surrender of the Premises with Landlord’s written consent, Landlord shall have the right, at Landlord's ’s option, terminate to take over all or of the right, title and interest of Tenant, as sublessor, in and to any and all subleases or operate such of them as an assignment Landlord shall elect to take over and assume at the time of such recovery of possession or termination. Tenant shall, upon the request of Landlord, execute, acknowledge and deliver to Landlord of all or any subleases; such option will further assignments and transfers as may be exercised by notice necessary to Tenant vest in Landlord the then existing subleases and all known subtenants in the Premisessublettings. If Landlord shall choose to take an assignment over any such sublease, such election shall be exercised by notice to all known subtenants in the Premises and such subtenants shall (a) be deemed to have waived any right to surrender possession of a the sublease then space or to terminate the subtenant shall sublease, (b) be bound to Landlord for the balance of the Term thereof term of the sublease and shall (c) attorn directly to Landlord under all of the executory terms of this Lease, except that the rent shall be payable at the rates set forth in the sublease and except that Landlord shall not be (ai) be liable for any previous act, omission or negligence of Tenant or except to the extent that a continuing default of Tenant under the sublease shall exist after a reasonable period to remedy the same shall have expired, (ii) subject to any counterclaimcredit, claim, defense or offset that results from which may have previously accrued to the samesubtenant against Tenant, (biii) be bound by any previous modification or amendment of the sublease made without Landlord's ’s prior consent or by any previous prepayment of more than one month's Rent’s rent except to the extent that the same shall have been received by Landlord, or (civ) be obligated to perform any repairs or other work beyond Landlord's obligation ’s obligations under this LeaseLease or (v) liable for the return of any security deposit except to the extent such sums have actually been paid over to Landlord. Each No further instruments shall be required to give effect to this provision, but upon the request of Landlord, Tenant shall execute and deliver such instruments to Landlord as Landlord shall reasonably request to confirm the foregoing provisions and each subtenant shall execute and deliver such instruments as Landlord may reasonably request to evidence said attornment.

Effect of Transfers. No Except as expressly provided in Section 15.9 below, no subletting or assignment (including a transfer to a Permitted Transferee) will release the initially named Tenant from any of its obligations under this Lease unless Landlord agrees to the contrary in writing and the initially named Tenant shall remain liable for the obligations under this Lease as a principal and not as a suretywriting. Acceptance of Rent by Landlord from any person other than Tenant will not be deemed a waiver by Landlord of any provision of this Section 15. Consent to one assignment or subletting will not be deemed a consent to any subsequent assignment or subletting. In the event of any default by any assignee or subtenant or any successor of Tenant in the performance of any Lease obligation, Landlord may proceed directly against Tenant (unless Tenant has been released from its liability hereunder pursuant to Section 15.9) without exhausting remedies against such assignee, subtenant or successor. The voluntary or other surrender of this Lease by Tenant or the cancellation of this Lease by mutual agreement of Tenant and Landlord will not work a merger and will, at Landlord's optionoption (subject to Section 15.10 below), terminate all or any subleases or operate as an assignment to Landlord of all or any subleases; such option will be exercised by notice to Tenant and all known subtenants in the Premises. If Landlord shall choose to take an assignment of a sublease then the subtenant shall be bound to Landlord for the balance of the Term thereof and shall attorn directly to Landlord under all of the executory terms of the sublease except that Landlord shall not (a) be liable for any previous act, omission or negligence of Tenant or Tenant, (b) be subject to any counterclaim, defense or offset that results from not expressly provided for in the samesublease and accruing against Tenant, (bc) be bound by any previous modification or amendment of the sublease made without Landlord's consent or by any previous prepayment of more than one month's Rent, or (cd) be obligated to perform any repairs or other work beyond Landlord's obligation under this Lease. Each subtenant shall execute and deliver such instruments as Landlord may reasonably request to evidence said attornment.

Effect of Transfers. 16.6.1 No subletting or assignment (including or acceptance of Rent or any other payment from a transfer to a Permitted Transferee) will transferee shall release the initially named or discharge Tenant from any of its obligations under this Lease unless Landlord agrees Lease, and, in the event of an assignment or other transfer (other than a sublease), the assignee or transferee shall be deemed to the contrary in writing and the initially named Tenant shall remain liable for the have assumed all of Tenant’s obligations under this Lease as a principal and not as a surety. Acceptance Tenant and such assignee or transferee shall be jointly and severally liable for the payment of all Rent by Landlord from any person other than Tenant will not and for the performance of all the covenants, terms and conditions contained in this Lease on Tenant’s part to be deemed a waiver by Landlord of any provision of this Section 15observed and performed. Consent to one assignment or subletting will shall not be deemed a consent to any subsequent assignment or subletting. In the event of any default by any assignee or subtenant or any successor of Tenant in the performance of any Lease obligation, Landlord may proceed directly against Tenant without exhausting remedies against such assignee, subtenant or successor. Any act or omission of an assignee or subtenant or any person claiming under or through any of them that violates this Lease shall be deemed a violation of this Lease by ▇▇▇▇▇▇. If this Lease shall be assigned or if the Premises shall be sublet or occupied by anyone other than Tenant, whether or not in violation of the provisions of this Lease, then Landlord may collect from the assignee or transferee or, after an Event of Default shall have occurred, from the subtenant, and Tenant hereby authorizes and directs such party to pay to Landlord, all rent (whether or not denominated as Base Rent, Additional Rent or otherwise), additional rent and other charges payable pursuant to such instrument, with the net amount so collected applied to the Base Rent, Additional Rent and other charges payable under this Lease, but no such acceptance of rent by Landlord from any person other than Tenant shall be deemed a waiver by Landlord of any provision of this Article 16 or an acceptance by Landlord of the assignee, transferee or subtenant as a tenant, or a release of Tenant from the further performance of the covenants and agreements to be performed by Tenant under this Lease. 16.6.2 The voluntary or other surrender of this Lease by Tenant or the cancellation of this Lease by mutual agreement of Tenant and Landlord will shall not work a merger and willat Landlord’s option and, upon any termination of this Lease prior to the date fixed as the Expiration Date for any reason, or any re-entry or repossession of the Premises by Landlord under this Lease or any surrender of the Premises with ▇▇▇▇▇▇▇▇’s written consent, Landlord shall have the right, at Landlord's ’s option, terminate to take over all or of the right, title and interest of ▇▇▇▇▇▇, as sublessor, in and to any and all subleases or operate such of them as an assignment Landlord shall elect to take over and assume at the time of such recovery of possession or termination. Upon such event, Tenant shall, upon the request of Landlord, execute, acknowledge and deliver to Landlord of all or any subleases; such option will further assignments and transfers as may be exercised by notice necessary to Tenant vest in Landlord the then existing subleases and all known subtenants in the Premisessublettings. If Landlord shall choose to take an assignment over any such sublease, such election shall be exercised by notice to all known subtenants in the Premises and such subtenants shall (a) be deemed to have waived any right to surrender possession of a the sublease then space or to terminate the subtenant shall sublease, (b) be bound to Landlord for the balance of the Term thereof term of the sublease and shall (c) attorn directly to Landlord under all of the executory terms of this Lease, except that the rent shall be payable at the rates set forth in the sublease and except that Landlord shall not be (a1) be liable for any previous act, act or omission or of Tenant (including any negligence of Tenant or Tenant) as sublandlord under the sublease, (2) subject to any counterclaim, defense credit, defense, offset, abatement, or offset that results from claim which may have previously accrued to the samesubtenant against Tenant, (b3) be bound by any previous modification or amendment of the such sublease made without Landlord's consent not consented to by Landlord or by any previous prepayment of more than one (1) month's Rent’s rent, (4) be liable for the repayment of any security deposit or surrender of any letter of credit, unless and to the extent that such security deposit is actually paid, or such letter of credit is actually delivered, to Landlord, (5) bound by any obligation to make any payment to subtenant which was required to be made prior to the time succeeded to ▇▇▇▇▇▇’s interest under the sublease, (6) liable for the repayment of any tenant improvement allowance, refurbishment allowance or similar obligation which was not funded by Tenant, or (c) 8) be obligated to perform any repairs or other work beyond Landlord's obligation ’s obligations under this Lease. Each No further instruments shall be required to give effect to this provision, but upon the request of Landlord, Tenant shall execute and deliver such instruments to Landlord as Landlord shall reasonably request to confirm the foregoing provisions and each subtenant shall execute and deliver such instruments as Landlord may reasonably request to evidence said attornment.

Effect of Transfers. 16.8.1 No subletting or assignment (including a transfer to a Permitted Transferee) will shall release the initially named Tenant from any of its obligations under this Lease unless Landlord agrees Lease, and, in the event of a permitted assignment or other transfer (other than a sublease), the assignee or transferee shall be deemed to the contrary in writing and the initially named Tenant shall remain liable for the have assumed all of Tenant’s obligations under this Lease as a principal and not as a surety. Acceptance shall be jointly and severally liable with Tenant for all of Rent by Landlord from any person other than the obligations of the Tenant will not be deemed a waiver by Landlord of any provision of under this Section 15Lease. Consent to one assignment or subletting will shall not be deemed a consent to any subsequent assignment or subletting. In the event of any default by any assignee or subtenant or any successor of Tenant in the performance of any Lease obligation, Landlord may proceed directly against Tenant without exhausting remedies against such assignee, subtenant or successor. Any act or omission of an assignee or subtenant or any person claiming under or through any of them that violates this Lease shall be deemed a violation of this Lease by Tenant. If this Lease shall be assigned or if the Premises shall be sublet or occupied by anyone other than Tenant, whether or not in violation of the provisions of this Lease, then Landlord may collect from the assignee or transferee or, after an Event of Default shall have occurred, from the subtenant, and Tenant hereby authorizes and directs such party to pay to Landlord, all rent (whether or not denominated as Base Rent, Additional Rent or otherwise), additional rent and other charges payable pursuant to such instrument, with the net amount so collected applied to the Base Rent, Additional Rent and other charges payable under this Lease, but no such acceptance of rent by Landlord from any person other than Tenant shall be deemed a waiver by Landlord of any provision of this Article 16 or an acceptance by Landlord of the assignee, transferee or subtenant as a tenant, or a release of Tenant from the further performance of the covenants and agreements to be performed by Tenant under this Lease. 16.8.2 The voluntary or other surrender of this Lease by Tenant or the cancellation of this Lease by mutual agreement of Tenant and Landlord will shall not work a merger and willat Landlord’s option and, upon any termination of this Lease prior to the date fixed as the Expiration Date for any reason, or any re-entry or repossession of the Premises by Landlord under this Lease or any surrender of the Premises with Landlord’s written consent, Landlord shall have the right, at Landlord's ’s option, terminate to take over all or of the right, title and interest of Tenant, as sublessor, in and to any and all subleases or operate such of them as an assignment Landlord shall elect to take over and assume at the time of such recovery of possession or termination. In such event, Tenant shall, upon the request of Landlord, execute, acknowledge and deliver to Landlord of all or any subleases; such option will further assignments and transfers as may be exercised by notice necessary to Tenant vest in Landlord the then existing subleases and all known subtenants in the Premisessublettings. If Landlord shall choose to take an assignment over any such sublease as provided above, such election shall be exercised by notice to all known subtenants in the Premises and such subtenants shall (a) be deemed to have waived any right to surrender possession of a the sublease then space or to terminate the subtenant shall sublease, (b) be bound to Landlord for the balance of the Term thereof term of the sublease and shall (c) attorn directly to Landlord under all of the executory terms of this Lease, except that the rent shall be payable at the rates set forth in the sublease and except that Landlord shall not be (ai) be liable for any previous act, omission or negligence of Tenant or Tenant, (ii) subject to any counterclaimcredit, claim, defense or offset that results from which may have previously accrued to the samesubtenant against Tenant, (biii) be bound by any previous modification or amendment of the sublease made without Landlord's ’s prior consent or by any previous prepayment of more than one month's Rent’s rent, or (civ) be obligated to perform any repairs or other work beyond Landlord's obligation ’s obligations under this LeaseLease or (v) liable for the return of any security deposit except to the extent such sums have actually been paid over to Landlord. Each No further instruments shall be required to give effect to this provision, but upon the request of Landlord, Tenant shall execute and deliver such instruments to Landlord as Landlord shall reasonably request to confirm the foregoing provisions and each subtenant shall execute and deliver such instruments as Landlord may reasonably request to evidence said attornment.

Effect of Transfers. 16.8.1 No subletting or assignment (including a transfer to a Permitted Transferee) will shall release the initially named Tenant from any of its obligations under this Lease unless Landlord Landlord, in Landlord’s sole discretion, agrees to the contrary in writing and writing, and, in the initially named Tenant event of a permitted assignment or other transfer (other than a sublease), the assignee or transferee shall remain liable for the be deemed to have assumed all of Tenant’s obligations under this Lease as a principal and not as a surety. Acceptance shall be jointly and severally liable with Tenant for all of Rent by Landlord from any person other than the obligations of the Tenant will not be deemed a waiver by Landlord of any provision of under this Section 15Lease. Consent to one assignment or subletting will shall not be deemed a consent to any subsequent assignment or subletting. In the event of any default by any assignee or subtenant or any successor of Tenant in the performance of any Lease obligation, Landlord may proceed directly against Tenant without exhausting remedies against such assignee, subtenant or successor. Any act or omission of an assignee or subtenant or any person claiming under or through any of them that violates this Lease shall be deemed a violation of this Lease by Tenant. If this Lease shall be assigned or if the Premises shall be sublet or occupied by anyone other than Tenant, whether or not in violation of the provisions of this Lease, then Landlord may collect from the assignee or transferee or, after an Event of Default shall have occurred, from the subtenant, and Tenant hereby authorizes and directs such party to pay to Landlord, all rent (whether or not denominated as Base Rent, Additional Rent or otherwise), additional rent and other charges payable pursuant to such instrument, with the net amount so collected applied to the Base Rent, Additional Rent and other charges payable under this Lease, but no such acceptance of rent by Landlord from any person other than Tenant shall be deemed a waiver by Landlord of any provision of this Section 16 or an acceptance by Landlord of the assignee, transferee or subtenant as a tenant, or a release of Tenant from the further performance of the covenants and agreements to be performed by Tenant under this Lease. 16.8.2 The voluntary or other surrender of this Lease by Tenant or the cancellation of this Lease by mutual agreement of Tenant and Landlord will shall not work a merger and willand, upon any termination of this Lease prior to the date fixed as the Expiration Date for any reason, or any re-entry or repossession of the Premises by Landlord under this Lease or any surrender of the Premises with Landlord’s written consent, Landlord shall have the right, at Landlord's ’s option, terminate to take over all or of the right, title and interest of Tenant, as sublessor, in and to any and all subleases or operate such of them as an assignment Landlord shall elect to take over and assume at the time of such recovery of possession or termination. Tenant shall, upon the request of Landlord, execute, acknowledge and deliver to Landlord of all or any subleases; such option will further assignments and transfers as may be exercised by notice necessary to Tenant vest in Landlord the then existing subleases and all known subtenants in the Premisessublettings. If Landlord shall choose to take an assignment over any such sublease, such election shall be exercised by notice to all known subtenants in the Premises and such subtenants shall (a) be deemed to have waived any right to surrender possession of a the sublease then space or to terminate the subtenant shall sublease, (b) be bound to Landlord for the balance of the Term thereof term of the sublease and shall (c) attorn directly to Landlord under all of the executory terms of this Lease, except that the rent shall be payable at the rates set forth in the sublease and except that Landlord shall not be (ai) be liable for any previous act, omission or negligence of Tenant or Tenant, (ii) subject to any counterclaimcredit, claim, defense or offset that results from which may have previously accrued to the samesubtenant against Tenant, (biii) be bound by any previous modification or amendment of the sublease made without Landlord's ’s prior consent or by any previous prepayment of more than one month's Rent’s rent, or (civ) be obligated to perform any repairs or other work beyond Landlord's obligation ’s obligations under this LeaseLease or (v) liable for the return of any security deposit except to the extent such sums have actually been paid over to Landlord. Each No further instruments shall be required to give effect to this provision, but upon the request of Landlord, Tenant shall execute and deliver such instruments to Landlord as Landlord shall reasonably request to confirm the foregoing provisions and each subtenant shall execute and deliver such instruments as Landlord may reasonably request to evidence said attornment.