Common use of Notwithstanding Clause 3 Clause in Contracts

Notwithstanding Clause 3. 20.1 but subject to JTC’s approval (if required), the Lessee may during the Term: (i) without the Lessor’s consent, assign its interests, rights and benefits under this Lease or transfer its liabilities under this Lease to (i) its related and affiliated corporations (each, a “Lessee Related Corporation”) of at least the same financial standing as the Lessee, (ii) any corporation or other entity into which the Lessee is merged or consolidated or any purchaser to whom the Lessee’s shares or assets are transferred to of a financial standing acceptable to the Lessor (acting reasonably) or of at least the same financial standing as the Lessee, (iii) its financiers in connection with any facilities to be obtained by the Lessee for the Project provided that any assignment by the Lessee shall be subject to the prior written approval of JTC and (if applicable) other relevant Authorities as well as the Lessee’s compliance with terms and conditions as may be imposed by JTC and the other relevant Authorities and the Lessee shall give written notification to the Lessor of such assignment. Where required by the Lessee, the Lessor shall enter into and execute a novation agreement with the Lessee and its assignee/ transferee on such terms and conditions acceptable to the Lessor (acting reasonably); (ii) without the Lessor’s consent, share possession of the Premises (in whole or in part) with any Lessee Related Corporation, subject to the prior written consent of JTC, and in this regard the Lessee shall be responsible for any act or omission of any Lessee Related Corporation sharing possession of the Premises (in whole or in part) and procure that such Lessee Related Corporation abide by the terms of this Lease insofar as they are applicable to such Lessee Related Corporation and its use of the Premises; (iii) sublet or licence the whole or part of the Premises to any Lessee Related Corporation after giving thirty (30) days’ prior written notice to the Lessor of the proposed subletting or creation of licence, such notice to be accompanied by evidence satisfactory to the Lessor showing its relationship with the Lessee Related Corporation to the Lessee; and (iv) with the prior written consent of the Lessor (such consent not to be unreasonably withheld conditioned or delayed), sublet the part of the Premises which has been designated and approved for use as an industrial canteen to other third parties (“Canteen Sublessee”), (such whole or part of the premises to be sublet by the Lessee shall herein be called the “Sublet Premises”). Any subletting by the Lessee shall be subject to the prior written approval of JTC and (if applicable) any other relevant Authorities as well as the Lessee’s compliance with terms and conditions imposed by JTC and such other relevant Authorities.