Subletting. (a) Tenant shall not sublease all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting. (b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting. (c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Gross Lease (Open Solutions Inc), Gross Lease (Open Solutions Inc)
Subletting. (a) Tenant The Lessee shall not sublease all sublet the Property or any part thereof, unless (i) at the time of any such sublease, no Default, Environmental Event, Unwind Event or Event of Default shall have occurred and be continuing and no Termination Notice has been delivered or has been deemed to have been delivered; (ii) any such sublease shall by its terms be expressly made subject and subordinate to the terms of this Lease and shall expire on or before the last day of the Premises, or suffer or permit Lease Term; (iii) the Premises or any part thereof Lessee shall provide the Lessor sixty (60) days prior to the effective date of such sublease with notice of such sublease; (iv) the Lessee shall provide the Lessor ten (10) Business Days prior to the effective date of such sublease with a conformed copy of the instrument creating such sublease; (v) the Lessor has consented to such sublease such consent not to be subleased unreasonably withheld; and (vi) the Final Completion Date shall have occurred.
(b) No sublease pursuant to this paragraph 17 shall modify or used by otherslimit any right or power of the Lessor hereunder or affect or reduce any obligation of the Lessee hereunder, and all such obligations of the Lessee shall continue in full force and effect as obligations of a principal and not of a guarantor or surety, as though no subletting had been made or occupancy permitted.
(c) If the Lessee shall request, in connection with any sublease, that the Lessor execute an attornment and non-disturbance agreement with respect to such sublease, the Lessor shall consider each such sublease on a case-by-case basis and may give its consent to its execution and delivery of an attornment and non-disturbance agreement. The Lessee shall not mortgage, pledge or otherwise encumber its interest in and to this Lease or in and to any sublease or the rentals payable thereunder without the prior written consent of Landlord in each instancethe Lessor. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupantAny sublease made, and apply any mortgage, pledge or assignment of the net amount collected to the rent herein reservedLessee's interest hereunder or under any such sublease granted, but no such sublettingotherwise than as expressly permitted by this paragraph 17, occupancy or collection shall be deemed a waiver null and void and of this covenant, no force or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingeffect.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Participation Agreement (Ferro Corp), Lease Agreement (Ferro Corp)
Subletting. (a) Subject to all of the provisions of this Lease Agreement, Tenant shall not sublease sublet, license, or permit the use or occupancy of, all or any part portion of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than TenantLandlord, Landlord maywhich consent, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed unreasonably withheld, conditioned or delayed. Tenant shall have no right to relieve Tenant from obtaining assign this Lease Agreement nor any of its rights hereunder, nor may same be assigned or pass to another by operation of law, and any attempt to so assign, without the express prior consent in writing of Landlord to any further subletting.
(b) Landlord, shall be utterly void. If Tenant desires to effectuate a sublease, Tenant shall deliver a notice to Landlord, which shall include (i) the commencement date and termination date of such sublease and the rent per square foot, (ii) a true and complete statement reasonably detailing the identity of the proposed sublessee, the nature of its business and its proposed use of the Premises, (iii) current financial information with respect to the sublessee, including its most recent financial statements, and (iv) the form of agreement by which the sublease will be effected. Landlord shall be entitled to fifty percent (50%) of any consideration payable under the sublease which exceeds the Base Rental (pro rated on a per square foot basis for the portion of the Premises subject to such sublease) accruing hereunder during the term of the sublease after first deducting the monthly amortized costs incurred by Tenant to prepare the subleased premises for occupancy by such subtenant and the amount of the reasonable out-of-pocket brokerage and attorneys' fees incurred by Tenant in connection with such sublease. The sums payable under this Section shall be paid by Tenant to Landlord monthly as and when paid from the subtenant to Tenant. The obligation to obtain Landlord's prior consent and Landlord's right to share in profit shall not apply to (i) transactions with a business entity, into or with which Tenant is merged or consolidated, or to which all or substantially all of Tenant's assets are transferred, so long as (A) such transfer was made for a legitimate independent business purpose and not primarily for the Premisespurpose of transferring this Lease; (B) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the net worth of Tenant immediately prior to such merger, consolidation or transfer; and (C) proof satisfactory to Landlord of such net worth is delivered to Landlord at least ten (10) days prior to the effective date of any such transaction. Landlord's consent to any sublease shall not relieve Tenant from the obligation to obtain Landlord's consent to any further sublease. Notwithstanding any sublease or assignment, Tenant shall first give notice remain fully liable for the payment of all Rental and for the performance of all the terms, covenants and conditions contained in this Lease on Tenant's part to Landlord of the proposed transaction be observed and the term thereofperformed, and Landlord shall have the rightany default under any term, by notice to Tenant within 30 days after receipt covenant or condition of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice any sublessee or assignee shall be deemed rescinded. If Landlord exercises its right to terminate be a default under this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Lease Agreement (Spire Corp), Lease Agreement (Spire Corp)
Subletting. The Tenant may from time to time during the Term enter into subleases, licenses, concessions and occupancy agreements or agreements for subleases, licenses, concessions and occupancy agreements with respect to the Stadium Component (collectively, “Subleases” and individually, a “Sublease”) in the prudent course of the Tenant’s business in respect of the Stadium Component, at rents or other compensation (collectively in this Section 13.2, “rent”) and on such terms and conditions and with such Subtenant as the Tenant, acting reasonably, considers appropriate having regard to all circumstances at the time of entering into a Sublease, provided that:
(a) the Tenant shall not sublease all enter into a Sublease the purpose or any part result of which is to circumvent the limitations on Disposition set out in Section 13.1 or the restriction on Encumbrances set out in Section 13.9;
(b) except for the Subleases to the CFL Partnership and the Ottawa 67’s Partnership or as otherwise permitted under the terms of the PremisesProject Agreement, each Sublease shall be made with a Subtenant that is at Arm’s Length to the Tenant on Arm’s Length terms and conditions which are commercially reasonable and reflective of prevailing market conditions at the time the Sublease is entered into or, if applicable, renewed by the Tenant and the Subtenant, or suffer which Subtenant and terms and conditions have been Approved by the Landlord;
(c) the Subleases to the CFL Partnership and the Ottawa 67’s Partnership shall be on terms and conditions that have been Approved by the Landlord;
(d) every Sublease entered into by the Tenant prior to the expiry of the Initial Term shall expire on or permit before the Premises expiry of the Initial Term;
(e) the Subtenant’s permitted uses of the sublet premises shall comply with the provisions of Section 9.1 and otherwise with the provisions of this Lease and the remaining terms of the Sublease shall be in compliance with this Lease;
(f) the Tenant covenants and agrees that each Sublease shall provide that:
(i) it is subject to this Lease;
(ii) subject to Section 13.2(f)(iii), the Subtenant will not pay rent or other sums under its Sublease with the Tenant for more than three (3) months in advance (in addition to the final month’s rent of the Sublease term as a security deposit), except as Approved by the Landlord;
(iii) any part rent or other sums payable by a Subtenant pursuant to its Sublease may be paid more than three (3) months in advance on the condition that such payments are held in a trust account. The Tenant shall not be permitted to withdraw funds from such trust account more than (3) months in advance of the date upon which such funds are due to the Tenant under the Sublease; and
(iv) the Subtenant shall attorn to the Landlord and, at the request of the Subtenant, the Landlord shall execute and deliver a non-disturbance agreement in consideration thereof in form satisfactory to the Landlord, acting reasonably;
(g) the Tenant shall provide the Landlord with copies of all Subleases entered into during each Lease Year, within a period of fifteen (15) days following such Lease Year. In addition, the Landlord shall be subleased entitled to inspect copies of all existing Subleases at the offices of the Tenant during regular business hours upon reasonable prior written Notice to the Tenant at any time prior to the expiry of the Term. Copies of each Sublease provided by the Tenant to the Landlord shall, at the Tenant’s option, be either a signed original copy or used a notarially certified true copy of such Sublease. The Landlord acknowledges that any and all financial information contained in the Subleases which the Tenant delivers to the Landlord in accordance with its obligations set out in this subparagraph, and any and all financial information contained in the Subleases which the Landlord may inspect, are designated by othersthe Tenant as “strictly confidential”;
(h) no Sublease shall release or impair the continuing obligations of the Tenant hereunder or purport to extend beyond the Term hereof, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.; and
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent Tenant shall not enter into any Sublease, the terms and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable conditions of which are contrary to the portion requirements of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to this Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate 13.2 or otherwise in this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Stadium Lease, Stadium Lease
Subletting. (a) Tenant Tenant, voluntarily or involuntarily, shall not sublease all or any part of the Premisesassign this Lease, or suffer sublet, license, mortgage or permit otherwise encumber or convey the Premises or any part thereof portion thereof, or permit the occupancy of all or any portion of the Premises other than by the Tenant (all or any of the foregoing actions are referred to be subleased as “Transfers”, and all or any of assignees, transferees, licensees, and other such parties are referred to or used by othersas “Transferees”) without obtaining, without on each occasion, the prior written consent of the Landlord, which consent shall not be unreasonably withheld, conditioned or delayed. Any Transfer without such consent shall be null and void and of no effect whatsoever. Notwithstanding the provisions of this Section 5.8, this Lease may be assigned, or the Premises may be sublet, in whole or in part, after prior notice to Landlord but without consent of the Landlord and without any termination right of the Landlord being applicable thereto, (i) to any corporation or other entity into or with which Tenant may be merged or consolidated or to any corporation or entity to which all or substantially all of the Tenant’s assets will be transferred, or (ii) to any corporation or other entity which is an affiliate, subsidiary, parent or successor of Tenant, provided in each instanceall such cases the surviving corporation or entity shall provide reasonable evidence that it has a creditworthiness at least equal to the greater of the net worth of Tenant (i) as of the date of such corporate transaction, and (ii) as of the date of this Lease and shall agree in writing with the Landlord to be bound by all of the terms and conditions of this Lease (all of the foregoing being referred to as a (“Permitted Transfer”). Unless Landlord’s consent specifically provides otherwise with respect to a particular proposed Transferee, Tenant shall not offer to make or enter into negotiations with respect to a Transfer to any of the following: (i) a tenant in the Building or any other building owned, managed or controlled by Landlord; (ii) any party with whom Landlord or any affiliate of Landlord is then negotiating with respect to space in the Building or any other building owned, managed or controlled by Landlord or an affiliate of Landlord; or (iii) any party which would be of such type, character or condition as to be inappropriate, in Landlord’s reasonable judgment, as a tenant for a first class office building. Tenant’s request for consent to a Transfer shall include a copy of the proposed Transfer instrument together with a statement of the proposed Transfer in detail satisfactory to Landlord, together with reasonably detailed financial, business and other information about the proposed Transferee. Tenant shall pay to Landlord, as Additional Rent, Landlord’s reasonable legal fees and other expenses incurred in connection with any proposed Transfer (except a Permitted Transfer), including fees for review of documents and investigations of proposed Transferees. Notwithstanding any such Transfer, the original Tenant named herein shall remain directly and primarily obligated under this Lease. If Tenant enters into any Transfer including a Permitted Transfer with respect to the Premises (or any part thereof thereof), such Transferee shall be sublet to or occupied by anybody other than liable, jointly and severally, with Tenant, to the extent of the obligation undertaken by or attributable to such Transferee, for the performance of Tenant’s agreements under this Lease (including payment of Rent under the Transfer), and every Transfer shall so provide, without relieving or modifying Tenant’s liability hereunder. The foregoing provision shall be self-operative, but in confirmation thereof, such Transferee shall execute and deliver such instruments as may be reasonably required by Landlord may, at Landlord's option, to acknowledge such liability. Landlord may collect rent Rent from the subtenant or occupant, Transferee and apply the net amount collected to the rent herein reservedRent and other charges hereunder, but no such subletting, occupancy assignment or collection shall be deemed a waiver of the provisions of this covenantSection 5.8, or the acceptance of the subtenant or occupantsTransferee as a tenant, or a release of Tenant from direct and primary liability for the further performance by Tenant of Tenant’s covenants on the part of Tenant herein containedhereunder. The consent by Landlord to sublet a particular Transfer shall not be construed to relieve Tenant from the requirement of obtaining the express consent in writing of Landlord to any further sublettingTransfer.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Consent to Sublease (Biofrontera AG), Consent to Sublease (Biofrontera AG)
Subletting. It is understood and agreed that, from time to time, ▇▇▇▇▇▇ may request ▇▇▇▇▇▇▇▇’s permission to sublet portions of the Premises and Landlord shall not unreasonably withhold consent, provided:
(a1) Each sublease made shall be subject and subordinate to the right of the Landlord and the provisions of each sublease shall conform to the provisions of this Lease as far as practicable.
(2) The sublease does not affect an assignment of the Lease as prohibited elsewhere.
(3) Tenant shall not sublease includes the following information with its request to sublease, the name, address, a true copy of the proposed sublease, and appropriate documentation as evidence the subtenant is qualified to conduct business on the Airport and such subtenant will provide the type of development and services required under the provisions of this Lease.
(4) Subtenant provides insurance coverage(s) as appropriate, in accordance with Lease provision(s), INSURANCE, the same as if the subtenant were a lessee. If Tenant is in the default of monetary obligations to Landlord pursuant to this Lease, Tenant immediately and irrevocably assigns to Landlord, as security for Tenant's obligations under this Lease, all rent from any subletting of all or any a part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used as permitted by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupantthis Lease, and apply the net amount collected to the rent herein reservedLandlord, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupantsas assignee and as attorney- in-fact for Tenant, or a release receiver for Tenant appointed on Landlord’s application, may collect such rent and apply it toward Tenant's obligations under this Lease; except that, until the occurrence of Tenant from the further performance an act of default by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the PremisesTenant, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect collect such rent. It is understood and agreed by the parties hereto that the above assignment provisions do not apply to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, heirs by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingwill.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Lease Agreement, Lease Agreement
Subletting. (a) Tenant The Lessee shall not sublease all rent, license, or sublet the whole or any part portion of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by otherspremises, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance approval of the subtenant or occupantsBoard; provided, or a release of Tenant from however, that prior to this approval, the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord Board shall have the right to terminate this Lease with respect review and approve the rent to be charged to the proposed sublessee and licensee and that in the case where the Lessee is required to pay rent based on a percentage of its gross receipts, the receipts of the sublessee and licensee or any subsequent sublessees and licensees shall be included as part of the Lessee’s gross receipts, and the Board shall have the right to revise the rent for the premises based upon the rental rate charged to the sublessee and licensee including the percentage rent, if applicable, and provided, further, that the rent may not be revised downward. For good cause, the Board may waive the requirement that the Lessee obtain prior written approval to rent, license, or sublet all or any portion of the Premises proposed premises. The Lessor will share in the gross revenues from subleases and licenses at the rate of thirty percent (30%) for the first sublease and license, forty percent (40%) for the second sublease and license, and fifty percent (50%) for the third and subsequent sublease and licenses.” Currently, there are four active subleases under GL S-4588;1 to ▇▇▇▇▇▇▇ Hawaii-Three, Inc., the United States Secret Service, Salem Media of Hawaii, Inc. and Blow Up, LLC.2 Therefore, the two (2) sublessees mentioned in this request, Blow Up, LLC and Polynesian Broadcasting, Inc. are the fifth and sixth sublessees, which trigger a sandwich rent of 50% to be subleasedcollected by the State pursuant to the above-mentioned amendment regarding subletting. The Sublessor should remit $6,000.00 annually ($500.00 per month) for Blow Up, LLC and $6000.00 annually for Polynesian Broadcasting, Inc. to the State. This will be an additional sublease to Blow Up, LLC as they are seeking a second site on another tower separate from the tower they are currently occupying. A map showing the proposed locations of the intended effective date subleases is attached as Exhibit B. As noted previously, both licensee agreements provide options to extend past the term of the proposed sublease; provided however master lease GL 4588. Staff recommends that upon receipt of a termination notice under this sentencethe consents granted by the Board be applicable up to June 5, Tenant may2038, by notice to Landlord within ten days thereafteri.e., withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion expiration of the Premisesmaster lease. The Lessee intends to seek a new lease to continue use of the leased premises upon the expiration of GL 4588. Furthermore, then (i) the Base Rent and Tenant's Proportionate Share shall ▇▇▇▇▇▇ understands that any sublease will be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable subordinate to the portion master lease and in the event they do not obtain a new lease, the Lessee will be responsible for the removal of all improvements upon the Premises no longer leased by Tenant, expiration of GL 4588. The license agreements between the Licensor and (ii) Licensees contain the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.following provision:
Appears in 2 contracts
Sources: License Agreement, License Agreement
Subletting. (a) Tenant shall not sublease sublet any or all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, Property without the prior written consent of Landlord, which may be withheld by Landlord in each instance. If the Premises or its sole discretion and any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection purported subletting shall be deemed a waiver of this covenantvoid; provided, or the acceptance of the subtenant or occupantshowever, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice without Landlord’s consent, sublet to Landlord within ten days thereafteran Affiliate of Tenant (a “Sublease” and each subtenant thereunder, withdraw its partial subleasing request, in which event a “Subtenant”) so long as each Sublease contains the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then following provisions: (i) the Base Rent Sublease is subject and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable subordinate to the portion of the Premises no longer leased by Tenant, and this Lease; (ii) the number Sublease shall not contain any terms inconsistent with this Lease (or if so, the terms of parking spaces available for Tenant's use pursuant to Section 11 hereof this Lease shall control); (iii) the rent due under any Sublease shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord fixed rent and shall not unreasonably withhold its consent be based on the net profits of any Subtenant; (iv) the Sublease shall terminate upon the expiration or sooner termination of this Lease (including any renewals hereof); (v) Tenant shall at all times remain liable under this Lease irrespective of any Sublease; (vi) the related Property shall be used and occupied only as a Permitted Facility; and (vii) shall not (A) be for a term of more than one year, provided it may auto-renew on a year-to-year (or shorter) basis, so long as not more than 90 days’ prior written notice is required to terminate the such Sublease prior to the proposed subletting.
applicable auto-renewal, or (cB) Anything herein to the contrary notwithstanding, without Landlord's prior consent be for a term of more than three years but shall be terminable by Tenant upon at least ten 90 days' prior notice to Landlord, with or without cause. Tenant may sublease part or covenants and agrees that: (A) Tenant shall observe and timely perform all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, its obligations as the term "control" is construed landlord or sublandlord under each Sublease in compliance with the Federal securities lawsterms thereof; (B) Tenant shall promptly provide Landlord with any notice of default received from Tenant by any Subtenant or any notice of default sent by Tenant to any Subtenant; (C) Tenant shall furnish Landlord with any and all information requested by Landlord reasonably necessary for a determination of the status of any Sublease; (D) Tenant shall provide Landlord with copies of each Sublease and any amendments thereto within five (5) Business Days of execution thereof; and (E) Tenant shall indemnify, defend and hold harmless all Indemnified Parties from and against any and all Losses incurred in connection with any such Sublease.
Appears in 2 contracts
Sources: Lease Agreement (Nortech Systems Inc), Lease Agreement (Nortech Systems Inc)
Subletting. After the Closing Date for any Property, the Lessee may sublease such Property or any portion thereof to any Person; provided, however, that: (a) Tenant no such sublease or other relinquishment of possession of any Property shall not sublease all in any way discharge or diminish any part of the Premises, or suffer or permit obligations of the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected Lessee to the rent herein reserved, but no such subletting, occupancy or collection Lessor and the other Participants under this Lease and the other Operative Documents and the Lessee shall be deemed remain directly and primarily liable under this Lease and the other Operative Documents to which it is a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
party; (b) If Tenant desires each sublease of any Property shall expressly be made subject to sublease all or substantially all and subordinated to this Lease and to the rights of the Premises, Tenant Lessor hereunder; (c) such sublease shall first give notice to Landlord expressly provide for the immediate surrender of the proposed transaction and applicable Property to the term thereof, and Landlord shall have Lessor after notice from the right, by notice Lessor to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all such sublessee of the Premises, Tenant occurrence of a Lease Event of Default and a request for such surrender; and (d) such sublease shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect expressly provide for automatic termination at or prior to the portion earlier of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, Expiration Date and (ii) the number termination of parking spaces available for Tenant's use this Lease pursuant to a Lease Event of Default unless the Lessee shall have exercised its Purchase Option and purchased the Property pursuant to Section 11 hereof 18.1. On the Closing Date for certain Properties, such Properties may be subject to existing subleases the terms of which may extend beyond the Expiration Date. The Lessee shall, prior to the Closing Date for any such Property, fully disclose the existence of such subleases to each Participant, provide true and correct copies of such subleases to the Lessor and Administrative Agent and represent that such subleases are on reasonable commercial terms. The Lessee shall be proportionally reduced. If Landlord elects not collaterally assign all such subleases to so terminate the Lessor and shall use reasonable commercial efforts to obtain from each such sublessee agreements to subordinate such sublease to this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Master Lease (Citrix Systems Inc), Master Lease (Citrix Systems Inc)
Subletting. (a) Tenant may not sublet the Leased Premises or any part thereof without the prior written consent of Landlord, which shall not be unreasonably withheld. In any event, Tenant shall not sublease advertise or publicize the Leased Premises for subletting whether through a broker, agent, representative or otherwise at a rental rate less than that for which space in the Europa Center is being offered for rent by Landlord. If Tenant seeks to sublet all or any part of the Leased Premises, or suffer or permit then the Premises or following shall apply:
(1) Prior to entering into any part thereof to be subleased to or used by otherssublease, without the prior written consent of Tenant shall notify Landlord in each instancewriting of its intent to sublet all or a portion of the Leased Premises, such notice to include a copy of the proposed sublease. If the Premises or At any part thereof be sublet to or occupied by anybody other than Tenanttime within fifteen (15) business days afer service of said notice, Landlord mayshall notify Tenant that: (i) it consents to the sublease; or (ii) it refuses to consent to the sublease; or (iii) with respect to a proposed sublease of the entire Rented Space, that it terminates this Lease effective as of the beginning of the proposed sublease term, which Landlord shall be fully empowered to do, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of if Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord seeks to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
entire Rented Space; or (biv) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to a proposed sublease of part of the Rented Space, that, effective as of the beginning of the sublease term, it amends the Lease to reduce the Rented Space by the portion of the Premises Rented Space proposed to be subleased, as sublet and further amends the Lease because of the intended effective date reduction of the proposed sublease; provided however Rented Space so that upon receipt of a termination notice under this sentence, Tenant may, by notice all calculated items are reduced proportionately to Landlord within ten days thereafter, withdraw its partial subleasing request, the reduction in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion Rentable Square Feet of the Premises, then Rented Space.
(i2) If the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable Landlord refuses to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(csublease, it shall state the reason(s) Anything herein why the proposed sublease is unacceptable; however, ▇▇▇▇▇▇▇▇'s refusal shall be final and controlling. If Landlord consents to the contrary notwithstandingproposed sublease, without Landlord's prior consent but upon then the following shall apply: (i) if Tenant shall sublet the Leased Premises at least ten days' prior notice to Landlord, Tenant may sublease part a rental or all other economic benefit in excess of the Premises then current Base Rent, Fifty percent (50%) of such excess shall be for benefit of Landlord and shall be paid to an entity, which controls, is controlled by or Landlord in cash promptly when due under common control with Tenant, any such sublease as the term "control" is construed additional rent due under the Federal securities laws.this Lease
Appears in 2 contracts
Sources: Office Lease (Molichem Medicines Inc), Office Lease (Molichem Medicines Inc)
Subletting. (a) Tenant shall not sublease all or Notwithstanding anything in Section 9.1 above to the contrary, in the event at any part time during the term of this Lease, Lessee desires to sublet the Premises, or suffer or permit Lessee shall notify Lessor in writing not less than sixty (60) days in advance of the proposed sublease date, designating the identity of the prospective sublessee and the terms of the proposed sublease. Lessor shall be allowed thirty (30) LEASE – Instructure, Inc. OLD MILL BUILDING IV, LLC days after receipt of Lessee’s notice within which to approve the proposed sublease. Lessor reserves the prior right and option to require the Lessee to sublet the Premises to a sublessee approved by Lessor at the same rent as Lessee is required to pay to Lessor under this Lease; provided, however, should Lessee choose to sublease the Premises at a reduced rate, Lessee shall continue to pay to Lessor the full amount due. In the event Lessor approves the sublease identified in Lessee’s notice, all of the provisions of Section 9.1 above respecting subletting shall continue to be in full force and effect; and nothing contained in this Section 9.3 shall be construed as a waiver by Lessor of any of its rights under Section 9.1 above. In the event Lessor approves a sublease, the sublessee may not subsequently sublease the Premises or any part thereof to be subleased to or used by others, without assign its rights under the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord sublease to any further subletting.
(b) If Tenant desires other party. Lessee agrees to reimburse Lessor for any reasonable direct costs incurred by Lessor in connection with Lessee’s request to sublease all or substantially all of the Premises, Tenant shall first give notice including but not limited to Landlord reasonable attorney’s fees. To the extent Lessor approves a sublease, any rent paid by the sublessee that is in excess of the proposed transaction amount that would otherwise be due and owing from Lessee for such sublease space under the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt terms of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord such excess amount shall not unreasonably withhold its consent be paid by Lessee to the proposed sublettingLessor.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 2 contracts
Sources: Lease Agreement (Instructure Inc), Lease Agreement (Instructure Inc)
Subletting. (a) Tenant shall Except as provided in clause 3.2, the Lessee must not sublease all sublease, or grant a licence in respect of, its interest in the Extension Infrastructure or any part of it.
(b) Subject to clauses 15.3(c) and 15.3(d), the PremisesSublessee may sublease, or suffer or permit grant a licence in respect of, its interest in the Premises Extension Infrastructure or any part thereof of it to be subleased a person (the Sub-sublessee) if:
(i) the use of the Extension Infrastructure or that part of it (as the case may be) which is permitted under the sublease or licence is consistent with the Permitted Use;
(ii) the Sub-sublessee has, or will obtain immediately following the granting of such sublease or licence, all Authorisations necessary for the Sub-sublessee to use the Extension Infrastructure or used that part of it for the use which is permitted under the sublease or licence or otherwise has, or will have immediately following the granting of such sublease or licence, the benefit of such Authorisations where they are held by othersanother person;
(iii) the sublease or licence prohibits the Sub-sublessee from creating or allowing to subsist a Security Interest (other than a Permitted Lien) over any of the Sub-sublessee's rights under the sublease or licence or over any of the Sub-sublessee's right, title or interest in the Extension Infrastructure or any part of it without the prior written consent of Landlord the Lessor (such consent not to be unreasonably withheld or delayed or given subject to unreasonable conditions);
(iv) the sublease or licence is granted in each instance. If accordance with all applicable Laws;
(v) the Premises sublease or any part thereof be sublet licence expressly acknowledges the rights of the Lessor under this Agreement and that the rights of the Sub- sublessee under the sublease or licence are subject to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected subordinate to the rent herein reserved, but no such subletting, occupancy rights of the Lessor under this Agreement; and
(vi) under the sublease or collection shall be deemed licence the Sub-sublessee covenants not to do anything which would cause a waiver breach of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants Agreement on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all Lessee or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingSublessee.
(c) Anything herein Despite any sublease or licence permitted or consented to by the contrary notwithstandingLessor under clause 15.3(b), without Landlordas between the Lessor and the Sublessee, the Sublessee continues to be bound to comply with all its obligations under this Agreement.
(d) The Sublessee must not, except with the Lessor's prior consent but upon at least ten days' prior notice to Landlordwritten consent, Tenant may sublease sublease, or grant a licence in respect of, its interest in any part or all of the Premises Extension Infrastructure to an entitya person where that person is or, which controlsif the sublease or licence is granted, is controlled by or under common control with Tenantthat person will become, as the term "control" is construed under holder of a Major Authorisation in respect of that part of the Federal securities lawsExtension Infrastructure in circumstances where another person holds at the same time a Major Authorisation in respect of that part of the Extension Infrastructure.
Appears in 2 contracts
Sources: User Funding – Extension Infrastructure Agreement, User Funding – Extension Infrastructure Agreement
Subletting. (a) The Tenant shall may not sublease sublet all or any part portion of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, Land without the prior written consent of the Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The which consent by Landlord to sublet shall not be construed unreasonably withheld, conditioned or delayed. If consent to relieve Tenant from obtaining a subletting is granted, such subletting conditions would include at a minimum, the express consent in writing of Landlord to any further subletting.
proviso that (bi) If Tenant desires to sublease all or substantially such subletting complies with all of the Premisesprovisions of this Article 10; (ii) the sublease with the permitted subtenant is in all respects consistent with, Tenant shall first give notice and in accordance with, this Lease, including without limitation Section 2.1 hereof and (iii) the following information and documentation is provided to the Landlord at least thirty (30) days prior to the effective date of such subletting:
A. The name of the proposed transaction subtenant and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date a copy of the proposed subleaseform of sublease (with a duly executed copy of such sublease to promptly follow upon execution thereof);
B. Evidence that the proposed subtenant’s business is in compliance with the Permitted Uses of the Land;
C. Certificates of Good Standing (or certificates of qualification to do business in the Commonwealth of Massachusetts if such subtenant is a foreign entity) of the proposed subtenant issued by the Secretary of the Commonwealth of Massachusetts; provided however that upon receipt In the event of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such any subletting of all or any portion of the Premises, then it shall be a condition of any such sublease that the subtenant agree in writing with the Landlord that the subtenant will not breach, nor cause the Tenant to breach, any of the provisions of this Lease. Furthermore, any such subletting shall not relieve the Tenant of its obligations under this Lease. Finally, it shall be a condition of any such subletting that: (i) the Base Rent and Tenant's Proportionate Share each sublease shall be proportionally reduced, subject and an adjustment shall be made for amounts, if any, paid in advance subordinate to this Lease and applicable to the portion rights of the Premises no longer leased by Tenant, and Landlord hereunder; (ii) the number any violation of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate any provision of this Lease, then whether by act or omission by any subtenant shall be deemed a violation of such provision by the Tenant, it being the intention and meaning of the parties that the Tenant shall assume and be liable to the Landlord for any and all acts and omissions of any and all subtenants with respect to this Lease, provided, that this Lease shall not unreasonably withhold its consent be terminated due to default of any subtenant so long as such default does not constitute or result in an Event of Default under this Lease; (iii) each such sublease shall provide that in the event this Lease is terminated prior to the proposed subletting.
(c) Anything herein expiration of such sublease, then at Landlord’s option, the subtenant thereunder will either attorn to the contrary notwithstandingLandlord and waive any right the subtenant may have to terminate the sublease, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all surrender possession thereunder as a result of the Premises termination of this Lease, and the sublease shall terminate simultaneously with the termination or expiration of the Lease; and (iv) subject to the rights of any Leasehold Mortgagee hereunder, each sublease shall provide that in the event the subtenant receives a written notice from the Landlord stating that an entityEvent of Default has occurred under this Lease, which controls, is controlled by the subtenant shall thereafter be obligated to pay all rentals accruing under such sublease directly to the Landlord or under common control with Tenant, as the term "control" is construed Landlord may direct. No sublease shall affect the Permitted Uses. Any attempted sublease in violation of the terms of this Article 10 shall be void. Tenant shall not directly or indirectly collect or accept any payment of rent under the Federal securities lawsany sublease for any period in excess of thirty (30) days in advance.
Appears in 1 contract
Sources: Ground Lease (Evergreen Solar Inc)
Subletting. (a) Tenant shall not sublease all sublet the whole or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the Landlord's prior written consent of Landlord in each instance. If consent, Ln the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of event Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires intends to sublease all or substantially all any portion of the Premises, Tenant shall take the following actions:
A. Tenant shall first give notify Landlord in writing of its intention prior to any advertising of same, hiring of brokers or contacting of potential subtenants. Such notice shall identify the space proposed to Landlord of the proposed transaction be sublet, which space must be a legally leaseable unit in compliance with all applicable ordinances and the term thereofcodes, and Landlord shall have state the rightdate on which Tenant requests that the sublet commence, by notice to Tenant within 30 days which date shall be no less than one hundred eighty (180) after receipt the date of Tenant's notice.
B. Landlord shall have thirty (30) days following the receipt of such notice to notify Tenant whether it elects to recapture the space Tenant has proposed to sublet. Landlord's failure to send such notice within such thirty (30) day PERIOD shall be deemed to mean Landlord has not elected to recapture the space.
C. In the event the Landlord elects to recapture the space, it shall notify Tenant of its intent by service of a written notice of cancellation terminating that portion of the Lease covering the space Landlord has chosen to terminate this Leaserecapture, which may include all or any lesser portion of the space Tenant has proposed to sublet. If In such event Landlord agrees that the space not recaptured by Landlord shall be a legally leaseable unit. Tenant desires shall pay all costs or any construction necessary to sublease less accomplish the division of the space. The termination of the Lease as to the recaptured space shall be effective on the oat. specified by Landlord in its notice which shall be no later than substantially all the date on which Tenant requests that the sublet commence in accordance with paragraph 9.02A hereof.
D. In the event that Landlord elects to recapture any proposed sublet space under these provisions, the Adjusted Monthly Base Rent shall be adjusted as of the termination date designated in the cancellation notice on the basis or the number of square feet of rentable area retained by Tenant in proportion to the number of square feet or rentable area contained in the Premises, Tenant shall first give notice to Landlord as aforesaiddescribed in this Lease, and Landlord shall have the right to terminate this Lease with respect to as so amended shall continue thereafter in full force and effect.
E. In the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however event that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease recapture part or all of the Premises to an entityproposed sublet space, which controls, Landlord shall so notify Tenant as set forth in Subsection 9.02B above. Provided Tenant is controlled by or under common control with Tenant, as the term "control" is construed not in default under the Federal securities lawsLease and not fully complied with all of the terms of this Section 9.02, Tenant may then proceed to contact potential subtenants and shall have the option to sublet the non-recaptured space in accordance with the following provisions:
(I) Tenant shall bear all costs and expenses associated with the subletting, including, without limitation, any and all costs and expenses incurred by Landlord (if any).
Appears in 1 contract
Sources: Office Lease (Ismie Holdings Inc)
Subletting. With respect to each and every sublease or subletting under the provisions of this Lease, it is further agreed that:
(ai) No sublease shall be for a term (including any renewal rights contained in the sublease) extending beyond the expiration date of the initial term of this Lease;
(ii) No sublease shall grant to the subtenant any greater rights or impose on the subtenant any lesser obligations (other than the payment of rent and other than modifications made solely to limit the subtenant’s obligations so as to cover only the subleased premises) than the rights granted to and obligations imposed on Tenant pursuant to the Lease;
(iii) No sublease shall not sublease all be valid, and no subtenant shall take possession of the Premises or any part thereof, until an executed counterpart of the PremisesSublease (and all ancillary documents executed in connection with such subtenant’s occupancy of the Premises or with respect to or modifying such sublease) has been delivered to Landlord;
(iv) Each sublease shall provide that, subject to the provisions of any Landlord’s Nondisturbance Agreement (as hereinafter defined) between Landlord and the subtenant thereunder, such sublease shall be subject and subordinate to this Lease and to any matters to which this Lease is or shall be subordinate, and that in the event of termination, reentry or dispossession by Landlord under this Lease Landlord may, at its option (unless Landlord shall have delivered a Landlord Non-Disturbance Agreement, as hereinafter defined), take over all of the right, title and interest of Tenant, as sublessor, under such sublease, and such subtenant shall, at Landlord’s option (unless Landlord shall have delivered a Landlord Non-Disturbance Agreement), attorn to Landlord pursuant to the then executory provisions of such sublease, except that Landlord shall not be (i) liable for any previous act or omission of Tenant under such sublease, (ii) subject to any credit, offset, claim, counterclaim, demand or defense which such subtenant may have against Tenant, (iii) subject to any free or abated rent provided or to be provided to the subtenant thereunder; (iv) bound by any previous modification of such sublease which does not comply with the terms of this Lease and which has not been provided to Landlord, or suffer by any previous payment of any amount due under this Lease more than one (1) month in advance of the due date thereof, (v) bound by any covenant of Tenant to undertake or permit complete any construction of the Premises or any portion thereof, (vi) required to account for any security deposit of the subtenant other than any security deposit actually delivered to Landlord by Tenant, (vii) responsible for any monies (including without limitation any work allowance) owing by Tenant to the credit of subtenant, (viii) bound by any obligation to make any payment to such subtenant or grant any credits, except for services, repairs, maintenance and restoration provided for under the sublease to be performed after the date of such attornment, or (ix) required to remove any person occupying the Premises or any part thereof to be subleased to (the matters described in the foregoing clauses (i) through (ix) being herein collectively called the “Excluded Obligations”);
(v) Each sublease shall provide that the subtenant may not assign its rights thereunder or used by othersfurther sublet the space demised under the sublease, without the in whole or in part, except with Landlord’s prior written consent (it being agreed that a change of Landlord in each instance. If the Premises or control, as defined herein, of any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver to be an assignment of this covenant, or the acceptance such sublease); and
(vi) Each subletting shall be subject to all of the subtenant or occupantscovenants, or a release agreements, terms, provisions and conditions contained in this Lease. The Named Tenant shall and will remain fully liable for the payment of Tenant from the further Minimum Rent and Additional Rent due and to become due hereunder and for the performance by Tenant of covenants all the covenants, agreements, terms, provisions and conditions contained in this Lease on the part of Tenant herein contained. The consent by Landlord to sublet be performed and all acts and omissions of any licensee or subtenant or anyone claiming under or through any subtenant which shall not be construed to relieve Tenant from obtaining the express consent in writing violation of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord obligations of the proposed transaction and the term thereofthis Lease, and Landlord any such violation shall have the rightbe deemed to be a violation by Tenant. Tenant further agrees that notwithstanding any such subletting, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, no other and Landlord shall have the right to terminate this Lease with respect to the portion further subletting of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice by Tenant or any person claiming through or under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall or will be made for amounts, if any, paid in advance except upon compliance with and applicable subject to the portion provisions of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingArticle.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
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Subletting. (a) Except as otherwise expressly provided in this Lease, Tenant shall not sublease sublet any or all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, Properties without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed and any such purported subletting without consent shall be void, and any Sublease shall be included in the definition of a “Transfer.”
(b) As security for performance of its obligations under this Lease, Tenant hereby grants, conveys and assigns to Landlord all right, title and interest of Tenant in each instance. If and to all subleases now or hereafter in effect (the Premises or “Subleases”) entered into for any part or all of a Property and any and all extensions, modifications and renewals thereof and all rents, issues and profits therefrom. Nothing in this Section 15.04 shall constitute an agreement by Landlord to permit Tenant to enter into Subleases without Landlord’s written consent.
(c) Each Sublease of any of the Properties which is consented to by Landlord or otherwise permitted pursuant to the terms of this Lease shall be sublet subject and subordinate to the provisions of this Lease (and all future amendments to this Lease). No Sublease shall affect or occupied 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 Sublease had been made. No Sublease shall impose any additional obligations on Landlord under this Lease.
(d) Tenant shall, within ten (10) days after the execution and delivery of any sublease consented to by anybody other than Landlord or otherwise permitted under the terms of this Lease, deliver a duplicate original copy thereof to Landlord.
(e) Landlord shall have no obligation to recognize any or to agree to not disturb any subtenant of Tenant upon any Event of Default of Tenant under this Lease, unless Landlord shall agree to do so in writing by separate instrument, but Landlord shall have no obligation to do so. Landlord’s consent to any Sublease shall not be construed as or imply any agreement on Landlord’s part to recognize any Subtenant. In the event of Tenant’s surrender of this Lease or the termination of this Lease for any reason or by any circumstance, Landlord may, at Landlord's its option, either terminate any or all subtenancies or succeed to the interest of Tenant as sublandlord thereunder (except to the extent that Landlord has entered into a nondisturbance agreement with a Subtenant). During the time that any uncured Event of Default exists hereunder, Landlord may collect from each Subtenant all rent from the subtenant or occupantpayable by such Subtenant pursuant to its Sublease and apply it toward Tenant’s obligations under this Lease, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection any Subtenant is hereby provided with notice that Subtenant shall be deemed a waiver required to pay all sublease rent directly to Landlord upon receipt of notice from Landlord that an uncured Event of Default exists under this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingLease.
(bf) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein Notwithstanding any provision to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlordin this Article XV, Tenant may sublease part or up to fifteen (15%) of any Property without Landlord’s consent (a “Permitted Sublease”); provided, that any such Permitted Sublease shall be subject to all other terms and conditions of the Premises this Section 15.04 with respect to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities lawsa Sublease (other than obtaining Landlord’s prior consent).
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Subletting. (a) Provided Tenant shall is not sublease all or then in default of any part of the Premisesterms or conditions of the Lease, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected then notwithstanding anything to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance contrary in Section 4.1 of the subtenant or occupants, or a release of Lease Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all continuing right for the first three (3) years only of the PremisesExtended Term (i.e., Tenant only until May 31, 2004) to sublet a portion of the Demised Premises of up to approximately 5,000 square feet without obtaining the prior consent of Landlord; expressly provided, however, that any such sublease must not extend beyond May 31, 2004. Further, for the first three (3) years only of the Extended Term (i.e., only until May 31, 2004), Landlord shall first give notice waive Landlord's rights to Landlord as aforesaidrecapture the subleased space, assess processing fees, and collect excess rents from such sublease(s) only. Any such subletting shall be subject to the remaining provisions of Section 4 and after the first three (3) Lease Years Landlord shall have the right to terminate this assess a subleasing fee. Tenant shall immediately furnish Landlord with written notice and a fully-executed copy of any such sublease agreement, together with a floor plan of the sublet area. Provided Tenant first obtains the written consent of the Landlord to such sublease or assignment as required by Section 4 and further provided that Tenant is not in default of any of the terms or conditions of the Lease with respect on the date each rent payment is due pursuant to such sublease or assignment, then notwithstanding Section 4.3 of the Lease, only Fifty Percent (50%) of any rent and other consideration accruing to Tenant as a result of each such sublease or assignment which is in excess of the pro rated portion of Base Annual Rent and Additional Rent then being paid by Tenant for the Demised Premises proposed or portion thereof being sublet pursuant to said sublease or assignment shall be paid by Tenant to Landlord monthly as Additional Rent. Tenant shall be permitted to deduct the reasonable advertising costs, reasonable brokerage commissions and reasonable remodeling costs per square foot, in calculating Landlord's share of the net excess rent and other consideration to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice paid to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event pursuant hereto. Tenant shall provide documentation of such expenses to Landlord at the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenanttime Tenant requests Landlord's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its giving consent to the proposed sublettingsubletting or assignment.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
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Subletting. (a) Tenant shall not sublease all or enter into any part Sublease except in accordance with this Section 6.1. Subject to the other terms and conditions of this Lease, Tenant shall have the right to enter into Subleases at any time and from time-to-time during the Lease Term with such Eligible Subtenants and upon such commercially reasonable terms and conditions consistent with Building Standards, as Tenant shall deem fit and proper. Any proposed Sublease to an Affiliate of Tenant must be at fair market rent and consistent with the terms, conditions, covenants and limitations of this Lease. Tenant shall notify Landlord if it desires to enter into any Sublease the term of which would potentially extend beyond the Expiration Date (whether due to the length of the Premises, initial term or suffer as such term may be renewed or permit extended by Subtenant in accordance with the Premises express terms of the Sublease) or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupantearlier termination date, and apply Tenant shall refrain from entering into any such Sublease unless and until Landlord provides written approval thereof in its sole discretion or the net amount collected Parties mutually agree to an arrangement and terms and conditions for Subleases having terms which extend beyond the rent herein reserved, but no such subletting, occupancy Expiration Date or collection shall be deemed a waiver sooner termination of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingLease.
(b) If Tenant desires covenants that it will perform, observe, and use commercially reasonable efforts to sublease all or substantially all cause Subtenants to perform and observe, the respective covenants, conditions and agreements required to be performed and observed under each Sublease. Landlord agrees that, at the request of Tenant, Landlord and any Fee Mortgagee shall enter into an attornment and non- disturbance agreement with any Subtenants (“Attornment Agreement”), which shall be in form and substance reasonably acceptable to the Premisesparties thereto, Tenant and shall first give notice provide, among other things, that if this Lease terminates, the Subtenant shall attorn to Landlord of the proposed transaction and the term thereofLandlord, and Landlord shall have attorn to Subtenant, and Subtenant shall agree to pay the rightpreviously agreed upon rents and all other charges provided for in the Sublease directly to Landlord and perform the obligations, by notice covenants and conditions specified in the Sublease and Attornment Agreement during the remaining Sublease term notwithstanding termination of this Lease, and, except as may otherwise be provided in the Attornment Agreements, Subtenant shall expressly release, discharge and acquit Landlord of any Liabilities of Tenant to Subtenant and waive any defense, affirmative defense, cause of action or right of Subtenant against Tenant within 30 days after receipt relating to the period prior to the date of Tenant's notice, to terminate termination of this Lease. If Tenant desires to sublease less than substantially all All Subleases for space at any Residential Building shall be on forms consistent with those made by other landlords of buildings meeting the PremisesBuilding Standards (e.g., Tenant rental abatements and concessions, other tenant inducements, etc.), which forms shall first give notice be provided to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Ground Lease Agreement
Subletting. (a) ASSIGNMENTS . Tenant shall not sublease all transfer, assign or any part of the Premisesencumber this Agreement, or suffer or permit sublet the Leased Premises or any part thereof to be subleased to or used by othersthereof, without in each case obtaining the prior written consent of the Landlord. In the event Landlord consents to subletting of the Leased Premises, any and all rents or other consideration for any reason received by Tenant in each instance. If excess of the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection rents required under this Agreement shall be deemed a waiver of this covenant, or the acceptance construed as part of the subtenant or occupants, or a release of Tenant from the further performance Base Rent payable to Landlord. Any attempt by Tenant of covenants on to assign, transfer, encumber or sublet this Premises without Landlord’s written consent shall be void and shall give Landlord the part of Tenant herein containedright and option to terminate this Agreement by written notice to Tenant. The consent by Landlord to sublet any assignment, transfer, subletting to any party other than Landlord shall not be construed as a waiver or release of Tenant from the terms of any covenant or obligation under this Lease nor shall the collection or acceptance of Rent from any such assignee, transferee, subtenant or occupant constitute a waiver or release of Tenant from any covenant or obligation contained in this Lease, nor shall such assignment or subletting be construed to relieve Tenant from giving Landlord reasonable notice, nor from obtaining the express consent in writing of Landlord to any further assignment or subletting.
. In the event that Tenant defaults hereunder Tenant hereby assigns to Landlord any and all rent due from any subtenant of Tenant and hereby authorizes each such subtenant to pay said rent directly to Landlord. Without limiting the generality of the foregoing, if Landlord consents to an assignment or sublease pursuant to this Section 11, Landlord may condition its consent upon the entry by such transferee into an agreement (bin form and substances satisfactory to Landlord) If Tenant desires to sublease all or substantially with Landlord, by which such transferee assumes all of the Premises, Tenant shall first give notice to Landlord Tenant’s obligations hereunder. Any assignment of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice wholly owned subsidiary shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of permitted provided at all times the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased subsidiary remains wholly owned by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Commercial Lease Agreement (Home Treasure Finders, Inc.)
Subletting. For the purposes of this Paragraph, a lease (aother than the Lease) that is from time to time in effect for space in the Building (as such other lease may have been, or may hereafter be, amended) is herein referred to as an “Other Lease.” If under an Other Lease it would be reasonable for Landlord to withhold its consent to a proposed subletting or sub-subletting to Tenant shall not sublease all or any part of the Premises, space (or suffer or permit portion thereof) covered by the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants Other Lease based on the part of fact that Tenant herein contained. The consent by Landlord is a tenant in the Building, then, subject to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premisesterms, covenants and conditions of the Other Lease, and subject to all of Landlord’s rights under the Other Lease, Landlord agrees not to withhold its consent to one (1) or more proposed sublettings (or sub-sublettings) to Tenant, as subtenant (or sub-subtenant), of a portion of space in the Building covered by the Other Lease based solely on the fact that Tenant shall first give notice to Landlord is a tenant in the Building, provided that, and only if (i) if there is more than one (1) proposed sublettings (or sub-sublettings) all of the proposed transaction sublettings (or sub-sublettings) are from the same tenant (or subtenant) and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion proposed sublettings (or sub-sublettings) are for portions of the Premises proposed to be subleasedBuilding covered by the same Other Lease (and, as of in the intended effective date of the proposed sublease; provided however that upon receipt case of a termination notice under this sentencesub-sublease to Tenant as sub-subtenant, Tenant mayare covered by the same sublease), by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number portions of parking spaces available for Tenant's use the Building in question do not exceed 25,000 Rentable Square Feet, in the aggregate, inclusive of all portions of the Building in respect of which Tenant may sublease (or sub-sublease) pursuant to Section 11 hereof shall be proportionally reduced. If any expansion rights or options set forth in the sublease (or sub-sublease) or otherwise (including rights of first offer and rights of first refusal), regardless of whether or not such rights or options are exercised, and (iii) on the date that Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold receives the request for its consent to the proposed subletting.
sublease (cor sub-sublease) Anything herein in full compliance with the provisions of the Other Lease in question (A) the Lease is in full force and effect, (B) the Tenant under the Lease is Switch & Data/NY Facilities Company LLC, (C) Tenant is not in default of any of the terms, covenants or conditions in the Lease on Tenant’s part to observe, perform or comply with, (D) Tenant occupies the entire Premises for its own behalf and is conducting its business therein, and (E) there are at least five (5) years remaining in the term of the Lease. Notwithstanding the foregoing, and notwithstanding any provision contained in the Other Lease in question which may be to the contrary notwithstandingcontrary, without Landlord's prior consent but upon at least ten days' prior notice (1) Landlord shall have no obligation under any circumstances to Landlord, enter into a non-disturbance agreement with Tenant may sublease part as subtenant (or all sub-subtenant) or otherwise to recognize Tenant as a direct tenant of the Premises space covered by the sublease (or sub-sublease) upon the expiration of the term of the Other Lease or otherwise, and the granting of any consent to an entitythe sublease (or sub-subtenant) in question may, which controlsin Landlord’s sole discretion, is controlled be conditioned upon the tenant under the Other Lease and Tenant waiving any such obligation, and (2) under no circumstances shall Tenant assign its sublease (or sub-sublease) or further sublet the space covered by the sublease (or sub-sublease), and the granting of any consent to the sublease (or sub-sublease) in question may, in Landlord’s sole discretion, be conditioned upon Tenant waiving any right to, and agreeing not to, assign its sublease (or sub-sublease) or further sublet the space covered by the sublease (or sub-sublease). All of Landlord’s obligations and Tenant’s rights under common control with Tenant, this Paragraph shall be of no further force or effect from and after the date that Landlord consents to the subletting or sub-subletting of any space in the Building by Tenant as the term "control" is construed under subtenant or sub-subtenant, or Tenant first sublets (or sub-sublets) any space in the Federal securities lawsBuilding from another tenant or subtenant in the Building.
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Subletting. (a) Tenant Lessee shall not sublease all or any part of sublet the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, Properties without the prior written consent of Landlord Lessor, which may be withheld by Lessor in each instanceits sole discretion and any such purported subletting shall be void. If Notwithstanding the Premises or any part foregoing, without Lessor’s consent, Lessee may sublet a portion of the Properties (collectively, the “Permitted Subleases”), provided that: (a) Lessee shall provide written notice thereof be sublet to or occupied Lessor (accompanied by anybody other than Tenant, Landlord may, a copy of the Permitted Sublease) at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected least ten (10) days prior to the rent herein reserved, but no date of such subletting, occupancy or collection Permitted Sublease; (b) each Permitted Sublease shall be deemed a waiver subject and subordinate to this Lease; (c) each Permitted Sublease shall not contain any terms inconsistent with this Lease (or if so, the terms of this covenantLease shall control); (d) unless otherwise mutually agreed upon by Lessor and the subtenant, each Permitted Sublease shall terminate upon the expiration or sooner termination of this Lease (and such shall be clearly set forth in all Permitted Subleases); (e) Lessee at all times remains liable hereunder irrespective of any Permitted Sublease; and (f) the acceptance use of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet any related Property shall not violate any applicable zoning codes and shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to used for any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of purposes set forth on Schedule 14.05 even if such uses are otherwise permitted under the proposed transaction applicable zoning codes.Lessee covenants and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however agrees that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then Lessee: (i) shall observe and timely perform all of its obligations as the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid landlord under the Permitted Subleases in advance and applicable to compliance with the portion of the Premises no longer leased by Tenant, and terms thereof; (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its assign all or part of any Sublease without the prior written consent of Lessor; (iii) shall promptly provide Lessor with any notice of default received from Lessee by any subtenant or any notice of default sent by Lessee to the proposed subletting.
any subtenant; (civ) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or shall furnish Lessor with any and all information requested by Lessor reasonably necessary for a determination of the Premises status of any Sublease; and (v) Lessee shall provide Lessor with copies of any and all Permitted Subleases and/or amendments to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities lawsPermitted Subleases within five (5) days of execution thereof.
Appears in 1 contract
Subletting. (a) Tenant Developer shall not sublease all be entitled, with the prior written ---------- consent of Landlord, to sublet the whole or any part portion of the Premises or the improvements constructed thereon by or under Developer and, without limiting the foregoing, may establish a leasehold condominium regime on the Premises, or suffer or permit portions thereof, in accordance with the Premises or any provisions of California law, including California Civil Code Sections 783 and 1350-1360. Developer shall, at all times, remain liable for the performance of all of the covenants on its part thereof to be subleased so performed, notwithstanding any subletting. Each sublease shall be subject and subordinate not only to or used this Lease, but also to any New Lease made by others, without the prior written consent of Landlord as provided in each instanceSection 4.8 above. If the Premises or term of this Lease shall end while any part thereof be sublet to or occupied by anybody other than Tenantsuch sublease is in effect, Landlord may, at Landlord's its option, collect rent from for a period of ninety (90) days thereafter, either terminate the subtenant said sublease or occupantsucceed to all of the rights of Developer thereunder. Where any sublease which is consistent with this Lease is approved, and apply the net amount collected Landlord may grant to the rent herein reservedsubtenant, but no under such sublettingan approved sublease entered into in good faith and for reasonable consideration, occupancy a right of quiet enjoyment in recordable from (a "nondisturbance agreement") during the term of the sublease, notwithstanding the expiration, termination or collection cancellation of this Lease; provided that (i) the term of the sublease, plus extension or renewal options, does not extend beyond the term of this Lease, plus extension options; (ii) such subtenant agrees that in the event this Lease expires, terminates or is canceled during the term of the sublease, the sublease shall be deemed a waiver of this covenant, or the acceptance of direct lease between Landlord and such subtenant and the subtenant shall attorn to Landlord. In the event that Landlord objects to any proposed nondisturbance agreement or occupantssublease, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord agrees to sublet shall not be construed to relieve Tenant from obtaining the express consent notify Developer in writing of Landlord to any further subletting.
such objection and of its reasons for such objection within twenty (b20) If Tenant desires to sublease all or substantially all days of the Premises, Tenant shall first give notice to Landlord its receipt of the proposed transaction nondisturbance agreement and sublease. Subject to the term thereofforegoing provisions of this subsection 5.7, Landlord hereby approves generally of the form of nondisturbance agreement attached hereto as Exhibit "E". Any approvals or grants of quiet enjoyment given or made by Landlord pursuant to this subsection 5.7 shall be binding upon Landlord, its successors or assigns, including without limitation any person or entity succeeding to the interest of Landlord by way of judicial foreclosure or trustee sale proceedings pursuant to any mortgage or deed of trust, the lien or charge of which is subject and Landlord shall have the right, by notice subordinate to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the PremisesAny sublease, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to which Landlord agrees to execute a nondisturbance agreement pursuant to this subsection 5.7, may be a sublease pursuant to which the portion subtenant is responsible for the construction of the Premises proposed building improvements upon the subleased premises (a "Ground Sublease" herein). Any Ground Sublease may contain a hypothecation provision similar to be subleased, as Section 4 of this Lease for the benefit of the intended effective date holder of any mortgage or deed of trust constituting a lien on the subleasehold estate created by virtue of the proposed sublease; provided however Ground Sublease. Any nondisturbance agreement executed and delivered by Landlord for the benefit of the sublessee under a Ground Sublease shall specifically recite that upon receipt it is for the benefit of any such holder of a termination notice under this sentence, Tenant may, deed of trust or mortgage constituting a lien on the subleasehold estate created by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, such Ground Sublease; that the term "sublease" as used in which event the termination notice nondisturbance agreement shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect include any new sublease executed and delivered to any such portion holder of a first deed of trust or first mortgage following a termination of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use sublease pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not a provision in the sublease similar to so terminate subsection 4.8 of this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as and that the term "controlsublessee" is construed under the Federal securities laws.nondisturbance agreement shall be deemed to include any encumbrance or other party succeeding to the sublessee under the Ground Sublease by virtue of judicial or private power of sale foreclosure proceedings or by delivery of an assignment in lieu of foreclosure, or otherwise. Where Landlord agrees to execute
Appears in 1 contract
Sources: Lease Agreement (Kilroy Realty Corp)
Subletting. (a) The Tenant shall not sublease all or any sublet part (as distinct from the whole) of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If The Tenant desires to sublease all or substantially all of may sublet the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion whole of the Premises proposed to with the Landlord's Consent (which shall not be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice unreasonably withheld or delayed and shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then contained in a formal licence) if:
(i) the Base Rent Subtenant has covenanted by deed with the Landlord in such form as the Landlord requires acting reasonably that during the term of the sublease the Subtenant and its successors in title will comply with the lessee's obligations in the sublease and the Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable Covenants except the covenant to pay the portion of the Premises no longer leased by Tenant, and Rent; and
(ii) (if the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Subtenant is a corporate body and the Landlord elects not to so terminate this Leaserequires acting reasonably) the Subtenant has procured a covenant by deed with the Landlord, then Landlord shall not unreasonably withhold its consent by two individuals or a company acceptable to the proposed sublettingLandlord (acting reasonably), to act as surety for the Subtenant as set out in Schedule 7.
(c) Anything herein to The Tenant shall not sublet the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all whole of the Premises except by way of a sublease which:
(i) is granted without any fine or premium;
(ii) reserves a yearly rent, payable in advance on the usual quarter days, at least as high as the best rent which the Tenant ought reasonably to obtain in the open market or the Rent then payable under this Lease whichever is higher on the grant of such sublease and provides for the review of the yearly rent at the same times and on the same basis as in this Lease;
(iii) requires the Subtenant to obtain the Landlord's Consent (which shall not be unreasonably withheld or delayed) to an entityassignment of the premises comprised in the sublease and requires the assignee on any such assignment to enter into direct covenants with the Landlord to the same effect as those in Clause 3.14.5(b)(i); and
(iv) is in the same form as this Lease (except as to Rent and any amendments approved by the Landlord, such approval not to be unreasonably withheld or delayed, but including provisions enabling the Tenant to obtain vacant possession on or before the date of any determination of this Lease) except that further subletting shall be prohibited; and
(v) contains an agreement validly excluding in relation to the tenancy created by such sublease the provisions of sections 24-28 of the 1954 Act;
(d) The Tenant shall:
(i) enforce and shall not waive or vary the provisions of a sublease (including the dates on which controlsthe rent installments are payable or paid) and in particular shall not enter into any collateral deed or side letter varying, or relieving the Subtenant from, any obligation in the sublease, or reduce, waive, commute, set-off or otherwise vary, whether directly or indirectly, the rents reserved by the sublease (except in accordance with the sublease's rent review provisions);
(ii) operate at the relevant times the rent review provisions contained in every sublease, but shall not agree a reviewed rent without the Landlord's Consent (and, if the rent review is controlled determined by a surveyor pursuant to the review provisions of the sublease, to procure that the Landlord's representations as to the rent payable are made to such surveyor); and
(iii) (if the Tenant exercises its option to determine this Lease in accordance with Clause 8.16) forthwith exercise its option to determine each sublease and obtain vacant possession of the Premises on or under common control with before the date of determination of this Lease; and
(iv) upon the termination of any sublease (however it occurs) not accept any rent from any subtenant or permit it to hold over or acknowledge any tenancy but forthwith take all necessary steps at the Tenant, as 's expense to secure possession of the term "control" is construed under the Federal securities lawssublet premises.
Appears in 1 contract
Sources: Lease Agreement (Corvu Corp)
Subletting. (a) Tenant Developer shall not sublease promptly provide to the CRA a copy of all or any part Subleases for the Project. Developer shall incorporate in all Subleases provisions concerning rental and expenses that are compatible with this Lease. After the Developer Improvements have been completed on the portion of the Premises, or suffer or permit Leased Property which the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant Developer desires to sublease all or substantially all of the PremisesSublease, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord Developer shall have the right, to enter into Subleases of any part of the Leased Property or Developer Improvements with such Subtenants approved by notice the CRA and upon such commercially reasonable terms and conditions as Developer shall approve, in its sole discretion. Notwithstanding anything contained herein to Tenant within 30 days after receipt the contrary, the Developer shall not enter into any Sublease with any Subtenant which does not deal with Developer at arm’s length without first obtaining Executive Director’s approval, which approval of Tenant's noticethe Executive Director may be withheld, to terminate this Leasein its sole discretion. If Tenant desires to sublease less than substantially all of the Premises, Tenant Developer shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease contemplate making any Sublease with respect to which the portion Executive Director’s approval is required pursuant to the foregoing sentence, Developer shall submit to the Executive Director a copy of such proposed Sublease together with any information concerning the identity of the Premises Subtenant as the Executive Director may reasonably request. Within fifteen (15) days after submission of such proposed to be subleasedSublease and requested information, as of the intended effective date of Executive Director shall notify Developer whether the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which sublease is approved. In the event the termination notice Executive Director shall fail to so respond within fifteen (15) days after submission of such Sublease and information, the same shall be conclusively deemed rescindedto have been approved by the Executive Director. If Landlord exercises its right to terminate this Lease No sublease shall be permitted with respect to such portion a Phase which has not been completely developed as evidenced by certificates of occupancy for all units comprising the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingPhase.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Settlement Agreement
Subletting. (a) Tenant shall not sublease all or enter into any part Sublease except in accordance with this Section. Subject to the other terms and conditions of this Lease, Tenant shall have the right to enter into Subleases at any time and from time-to-time during the Lease Term with such Eligible Subtenants and upon such commercially reasonable terms and conditions consistent with Building Standards, as Tenant shall deem fit and proper. Any proposed Sublease to an Affiliate of Tenant must be at fair market rent and consistent with the terms, conditions, covenants and limitations of this Lease. Tenant shall notify Landlord if it desires to enter into any Sublease the term of which would potentially extend beyond the Expiration Date (whether due to the length of the Premises, initial term or suffer as such term may be renewed or permit extended by Subtenant in accordance with the Premises express terms of the Sublease) or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupantearlier termination date, and apply Tenant shall refrain from entering into any such Sublease unless and until Landlord provides written approval thereof in its sole discretion or the net amount collected Parties mutually agree to an arrangement and terms and conditions for Subleases having terms which extend beyond the rent herein reserved, but no such subletting, occupancy Expiration Date or collection shall be deemed a waiver sooner termination of this covenant, Lease. Tenant shall not have any right to enter into a Sublease for the Public Facilities or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingPublic Facilities Parcel.
(b) If Tenant desires covenants that it will perform, observe, and use commercially reasonable efforts to sublease all or substantially all cause Subtenants to perform and observe, the respective covenants, conditions and agreements required to be performed and observed under each Sublease. ▇▇▇▇▇▇▇▇ agrees that, at the request of Tenant, Landlord and any Fee Mortgagee shall enter into an attornment and non- disturbance agreement with any Subtenants (“Attornment Agreement”), which shall be in form and substance reasonably acceptable to the Premisesparties thereto, Tenant and shall first give notice provide, among other things, that if this Lease terminates, the Subtenant shall attorn to Landlord of the proposed transaction and the term thereofLandlord, and Landlord shall have attorn to Subtenant, and Subtenant shall agree to pay the rightpreviously agreed upon rents and all other charges provided for in the Sublease directly to Landlord and perform the obligations, by notice covenants and conditions specified in the Sublease and Attornment Agreement during the remaining Sublease term notwithstanding termination of this Lease, and, except as may otherwise be provided in the Attornment Agreements, Subtenant shall expressly release, discharge and acquit Landlord of any Liabilities of Tenant to Subtenant and waive any defense, affirmative defense, cause of action or right of Subtenant against Tenant within 30 days after receipt relating to the period prior to the date of Tenant's notice, to terminate termination of this Lease. If Tenant desires to sublease less than substantially all All Subleases for space at any Residential Building shall be on forms consistent with those made by other landlords of buildings meeting the PremisesBuilding Standards (e.g., Tenant rental abatements and concessions, other tenant inducements, etc.), which forms shall first give notice be provided to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Ground Lease Agreement
Subletting. (a) Tenant shall Lessee may not sublease all sublease, in whole or in ---------- part, any of its right, title or interest in, to or under this Lease or any part portion of the PremisesSite to any Person at any time, and any such sublease shall be void and of no force or suffer effect; provided, however, that without the consent of -------- ------- Lessor, Lessee may sublease the Site to Sublessee pursuant to the Sublease. Regardless of Lessor's consent, no subletting shall release Lessee of Lessee's obligation or permit alter the Premises or any part thereof primary liability of Lessee to pay Rent hereunder (including, without limitation, Basic Rent and Supplemental Rent) and to perform all other obligations to be subleased to or used performed by others, without the prior written consent of Landlord in each instanceLessee hereunder. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the The acceptance of the subtenant Rent by Lessor or occupants, or a release of Tenant Agent from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet any other Person shall not be construed deemed to relieve Tenant from obtaining be a waiver by Lessor of any provision hereof. Consent to one subletting of the express Site shall not be deemed consent in writing of Landlord to any subsequent or further sublettingsubletting of the Site or any other Site. Lessor may proceed directly against Lessee without the necessity of exhausting remedies against said successor.
(b) If Tenant desires Lessee hereby assigns to sublease all or substantially Lessor all of Lessee's right, title and interest in and to the PremisesSublease, Tenant now or hereafter in effect, including, but not limited to, all rents and other sums payable to Lessee under such Sublease. Lessor shall first give notice have no obligation to Landlord perform, and Lessee shall not by reason of such assignment be relieved of its obligation to perform, any of Lessee's covenants or agreements under this Lease or covenants or agreements of Lessee, as sublessor, under the Sublease; provided that, upon the termination of this -------- Lease or upon termination of Lessee's right to possess the Site following a Lease Event of Default (the date of such termination shall be referred to herein as the "Turnover Date") the following shall apply:
(a) if Lessee acquires ------------- ownership of the proposed transaction and Site in accordance with the term thereofterms of this Lease or if Lessee's right to possess the Site has been terminated following a Lease Event of Default then, and Landlord subject to the provisions of Article XVIII, Lessee shall have continue to be ------------- liable for all obligations under the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all Sublease; or (b) if Lessee does not acquire ownership of the PremisesSite, Tenant (i) Lessee shall first give notice continue to Landlord as aforesaidbe liable for any obligations under the Sublease accruing or arising prior to the Turnover Date and for any tenant improvement obligations arising or accruing prior to the later of (x) the Turnover Date and (y) the scheduled termination date of the Lease Term and (ii) if the A-21 Sublease is not terminated in accordance with Section 12.2(b), Lessor (or any ------- ------- successor owner of the Site (the "Designated Owner")) shall assume and Landlord be liable ---------------- for, subject to the limitations on the liability of the Designated Owner set forth in Section 12.2 and subject to the limitations on the liability of Lessee set forth in Article XVIII, Lessee's obligations under the Sublease other than ------------- those referred to in clause (i) above. Prior to the Turnover Date, Lessee shall have the right to terminate this Lease with respect to collect and enjoy all rents and other sums of money payable under any Sublease and Lessee shall have the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to modify, extend, amend or terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part any or all of the Premises to an entitySublease, which controlsso long as such modification, is controlled by extension, amendment or under common control termination could not have a Material Adverse Effect or conflict with Tenant, as or violate any of the term "control" is construed under the Federal securities lawsOperative Documents.
Appears in 1 contract
Subletting. Lessee may not assign, mortgage or pledge to any Person, including an Affiliate of Lessee, at any time, in whole or in part, any of its right, title or interest in, to or under this Lease or any portion of the Leased Property and any such assignment, mortgage or pledge shall be void. Lessee may from time to time, sublease, in whole or in part, any of its right, title or interest in, to or under this Lease or any portion of the Leased Property (including the Existing Lease) to any Person and extend, modify or renew any sublease without the approval of Lessor or Agent; PROVIDED, HOWEVER, that: (a) Tenant no sublease or other relinquishment of possession of the Leased Property shall in any way discharge or diminish any of Lessee's obligations to Lessor hereunder, nor release or discharge, in whole or in part, Lessee from any such obligations, and Lessee shall remain directly and primarily liable under this Lease as to the Leased Property, or portion thereof, so sublet; (b) each sublease shall expressly be made subject to and subordinate to this Lease and to the rights of Lessor hereunder; (c) each sublease shall expressly provide for the surrender of the applicable Leased Property or portion thereof by the applicable sublessee at the election of the Required Participants or Lessor (as applicable) after the occurrence of a Lease Event of Default or upon the expiration or termination of this Lease; (d) each sublease provides for a fair market lease term and a fair market rental rate as of the date such sublease was executed, and (e) Lessee pledges its entire interest in any such Sublease, including the right to receive rent or other payments thereunder, to lessor pursuant to SECTION 15.1.. With respect to any sublease permitted under this ARTICLE XII, Lessee shall not sublease all or any part portion of the PremisesLeased Property to, or suffer or permit the Premises sublease of any portion of the Leased Property to, or permit the sublease of any part thereof to be subleased to or used by othersportion of the Leased Property by, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than TenantPerson (a) who, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reservedknowledge of any Responsible Officer of Lessee with operational responsibility, but no such sublettingafter reasonable inquiry, occupancy or collection shall then be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease default with respect to the portion payments of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice money under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease any instrument evidencing indebtedness or with respect to any liability for borrowed money or for the deferred purchase price of property if the aggregate amount of all such portion indebtedness, liabilities and purchase prices under or with respect to which such Person is then in default exceeds one-half of one percent (0.50%) of such Person's net worth or capital and surplus, or (b) who shall then be engaged in any proceedings for relief under any bankruptcy or insolvency law or laws relating to the Premisesrelief of debtors. All of Lessee's right, then (i) the Base Rent title and Tenantinterest in, to and under each sublease is hereby pledged by Lessee to Lessor, as collateral for Lessee's Proportionate Share obligations under this Lease and shall be proportionally reducedfurther assigned to Agent pursuant to the Assignment of Lease and the Assignment of Subleases, and an adjustment shall be made for amountsLessee shall, if anyat its expense, paid do any further act and execute, acknowledge, deliver, file, register and record any further documents which Agent or any Participant may reasonably request in advance order to create, perfect, preserve and applicable protect Lessor's and Agent's security interest in such sublease. Lessee shall, within fifteen (15) days after execution of any sublease to the portion a Person which is not a wholly-owned Subsidiary of the Premises no longer leased by TenantLessee, and (ii) the number deliver to Agent a fully executed copy of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingsuch sublease.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Master Lease (Remec Inc)
Subletting. (a) In the event Tenant shall not sublease desires to sublet all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Demised Premises, Tenant shall first give notice to Landlord written notice of Tenant’s desire to do so, which notice shall be accompanied by the Required Information. In the event that the rentable square footage of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If space that Tenant desires to sublease less than substantially all sublease, when aggregated with the space that Tenant is then subleasing in the Building, exceeds fifty percent (50%) of the rentable area of the Demised Premises, Tenant shall first give then within sixty (60) days of receipt of said notice to Landlord as aforesaidand Required Information, and Landlord shall have the right (i) to terminate this Lease on a date to be agreed upon by Landlord and Tenant; or (ii) with respect Tenant’s consent, to the terminate this Lease and to enter into a new lease with Tenant for that portion of the Demised Premises proposed Tenant desires to retain, upon terms to be subleased, as mutually agreed upon; or (iii) to sublease from Tenant at the same rental rate then being paid by Tenant and subsequently to relet that portion of the intended effective date of the proposed sublease; provided however Demised Premises that upon receipt of a termination notice under this sentence, Tenant may, by notice desires to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescindedrelinquish. If Landlord exercises its right to terminate this Lease with respect or to sublet a portion of the Demised Premises, Tenant agrees that Landlord shall have access to all or such portion of the Premises, then Demised Premises thirty (i30) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable days prior to the effective termination or sublease commencement date or to show the same to prospective tenants. In the event Landlord exercises its right to sublease the applicable portion of the Leased Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant or to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Tenant shall have the right, exercisable upon written notice to Landlord within ten (10) days after receiving Landlord’s notice, to withdraw its request to sublease the applicable portion of the Leased Premises. In the event Tenant timely withdraws its request to sublease the Leased Premises, Landlord shall not unreasonably withhold its consent have the right to terminate the proposed sublettingLease in connection with such withdrawn request to sublease.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease Agreement (Opgen Inc)
Subletting. (a) If, however, Tenant shall not sublease all desires to sublet the whole or any part of the Demised Premises to any other party, Tenant shall first: (a) pay Landlord, in advance, a nonrefundable sublet fee in the amount of Seven Thousand Five Hundred Dollars ($7,500.00) and (b) provide Landlord with written data pertaining to the proposed subtenant, including but not limited to the name of the proposed subtenant and its principle address and key officers, trustees or other persons holding control; financial statements for the proposed subtenant; a statement of the business activities of the proposed subtenant and its proposed use of the Demised Premises; proposed floor plans for the Demised Premises (if changes are requested); the proposed terms and form of the sublease agreement; the number of persons who will occupy the Demised Premises pursuant to the proposed sublease; and such other items as Landlord may reasonably request. After receipt of the above information and nonrefundable processing fee, Landlord shall have within five (5) business days the option of (i) consenting to the proposed sublease in writing, (ii) rejecting such proposed sublease and providing Tenant with reasonable grounds therefor, or suffer or permit (iii) canceling this Lease in writing as it applies to the Premises or any part thereof area proposed to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by relieving Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
liability hereunder as to such area. Except for a written cancellation pursuant to item (biii) If Tenant desires to sublease all or substantially all of the Premisesabove, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate in all events remain fully liable under this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant Any subtenants shall first give notice also become directly liable to Landlord as aforesaidfor all obligations of Tenant under this Lease without relieving Tenant of any liability; provided, and however, that Landlord shall have the right to terminate require that all payments made under this Lease continue to be made by Tenant. In no event shall Tenant have any right to assign, directly or indirectly, its rights or obligations under this lease except as provided in Paragraph A (Assignment) above. Reasonable grounds for Landlord's rejection of a proposed sublease include, without implied limitations, the following: (a) the proposed subtenant's financial responsibility does not meet the same criteria Landlord used to select tenants for the Building, (b) the proposed subtenant's business is not suitable for the Building considering the businesses of other tenants in the Building and the Building's prestige or image, or (c) the proposed use is inconsistent with the permitted uses described in Article III hereof. Consent to one sublease pursuant to the terms hereof shall not waive the requirements of this provision with respect to subsequent subleases, and all subsequent subleases shall be subject to all terms and provisions contained herein. Notwithstanding anything to the portion contrary, Tenant will not have any rights to sublease the office suite if there is less than one (1) year remaining on the term of the Premises Lease. Also, Tenant may not sublease to any tenant that is leasing another office suite in an office building managed by Haynes Management Inc. and any proposed to be subleased, as subtenant must sublease the ▇▇▇▇▇ for the full remaining term of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescindedLease. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent consents to the proposed subletting.
(c) Anything herein to sublease in writing and if the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all terms of the Premises to an entity, which controls, sublease are such that the subtenant is controlled by or under common control with paying Tenant MORE RENT than the rent detailed in Article II of the primary Lease between Landlord and Tenant, then Tenant will be required to pay to Landlord as additional rent sixty five percent (65%) of the term "control" difference between the rent the subtenant is construed paying to Tenant and the rent that Tenant is obligated to pay to Landlord under the Federal securities lawsterms of this Lease.
Appears in 1 contract
Sources: Sublease (Macrochem Corp)
Subletting. (a) Tenant shall The Lessee may not assign this Lease hereunder ---------- in whole or in part. The Lessee from time to time, may sublease the Property or any portion thereof to any Person and extend, modify or renew any sublease without the approval of Lessor, the Agent or the Lenders; provided, however, that (i) no sublease or other relinquishment of possession of all or any part portion of the PremisesProperty shall in any way discharge or diminish any of the Lessee's obligations to the Lessor hereunder, and the Lessee shall remain directly and primarily liable under this Lease as to the Property, or suffer or permit portion thereof, so sublet and (ii) each sublease to an Affiliate of the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection Lessee shall be deemed a waiver of made subject and subordinate to this covenant, or Lease and the acceptance rights of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingLessor hereunder.
(b) If Tenant desires to sublease all or substantially all Lessor hereby agrees, that, in the event of the Premises, Tenant shall first give notice to Landlord early termination of the proposed transaction and the term thereofthis Lease from any cause whatsoever, and Landlord while any sublease is in full force and effect, such termination of this Lease shall have the right, by notice to Tenant within 30 days after receipt not act as a merger or other termination of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaidsuch sublease, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, Lessee's interest as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, sublessor in which event the termination notice such sublease shall be deemed rescindedautomatically assigned, transferred, and conveyed to Lessor; and, from and after such termination, Lessor shall be bound by the provisions of the sublease then in full force and effect on the part of the Lessee, as sublessor; and that the sublessee shall be deemed thereupon and without further act to have attorned to Lessor. If Landlord exercises its It is the intention hereof to provide that the termination of this Lease while such sublease is in full force and effect shall not, in any way, by reason thereof, terminate such sublease or affect the rights of such sublessee. The foregoing is subject to the right of Lessee (or Lessor, if the Lease has terminated) to terminate this Lease with respect any sublease which is in default (notice thereof, if any required, having been given and the time for curing such default having expired) and any other rights and remedies reserved to Lessee in such portion sublease, the right of the Premises, then Lessor to terminate any sublease made (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reducedwith an Affiliate of Lessee, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) on terms less than fair market value for similar properties in the number San Jose, California metropolitan area at the inception of parking spaces available for Tenant's use pursuant such sublease or (iii) having an area of 7,500 square feet or less, and any other rights and remedies afforded to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettinga lessor of real property against a defaulting lessee.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease (Ebay Inc)
Subletting. (a) Tenant shall not sublease all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by othersThe Lessee may not, without the prior written consent of Landlord in each instance. If the Premises Lessor, sublease any Leased Asset or any part portion thereof be sublet to or occupied by anybody other than Tenantany Person, Landlord may, at Landlord's option, collect rent from except on the subtenant or occupantterms expressly provided below, and apply any such sublease that does not comply with such terms shall be null and void. No sublease or other relinquishment of possession of such Leased Asset shall in any way affect, amend, reduce, discharge or diminish any of the net amount collected Lessee's obligations to the rent herein reserved, but no Lessor hereunder and the Lessee shall remain directly and primarily liable (and not as a guarantor or a surety) under this Lease as to such subletting, occupancy or collection shall be deemed a waiver of this covenantLeased Asset, or portion thereof, so sublet. Any sublease of such Leased Asset shall expressly be made subject to and subordinated to this Lease and to the acceptance rights of the subtenant or occupants, or a release of Tenant from Lessor hereunder and shall expressly provide for the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all surrender of the Premises, Tenant shall first give notice Leased Asset by the sublessee thereof at the election of Lessor upon the earlier to Landlord occur of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reducedtermination of this Lease as to such Leased Asset, and an adjustment shall be made for amounts, if any, paid in advance and applicable to including any termination caused by or resulting from the portion exercise by the Lessor of the Premises no longer leased by Tenant, and its rights or remedies hereunder or (ii) the number Expiration Date for such Leased Asset. No such sublease may provide for use of parking spaces available such Leased Asset by the sublessee in a manner other than as permitted under this Lease or provide for Tenant's use pursuant to Section 11 hereof a term which extends beyond the last day of the Base Term for such Leased Asset. Lessee shall be proportionally reduced. If Landlord elects not to so terminate give Lessor prompt written notice of any sublease permitted under this LeaseArticle X, then Landlord shall not unreasonably withhold its consent and Lessee shall, within thirty (30) days after execution of any sublease, deliver to the proposed subletting.
(c) Anything herein Lessor and the Collateral Agent a fully executed copy of such sublease. The Lessor acknowledges that it has received a copy of the sublease dated April 30, 2001, as amended to the contrary notwithstandingdate hereof, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant between the Lessee and Lumenis Ltd.; provided that such acknowledgment does not constitute an acknowledgment by the Lessor that such sublease complies with this Section 10.1 or a waiver by the Lessor of any rights it may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.have. ARTICLE XI
Appears in 1 contract
Subletting. (a) Tenant shall not sublease all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord Lessee shall have the right to terminate this Lease with respect to the portion sublet any part of the Premises proposed not used for gaming or gambling operations without Lessor's consent and not subject to be subleasedLessors' right of first refusal. Lessee may extend, as renew or modify any such subLease, consent to any sub-subleasing (or further levels of subleasing), terminate any subLease, or evict any sublessee. The term of any subLease (including renewal options) shall not extend beyond the intended effective date term of this Lease (including only any renewal options previously exercised by the proposed sublease; provided however Lessee or that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing requestLessee agrees, in which event the termination notice subLease, to exercise). If Lessee enters into any SubLease, then each SubLease shall be subordinate to this Lease and shall contain provisions in form and substance substantially as follows, and each Sublessee by executing its SubLease shall be deemed rescindedto have agreed to the following (the term "Sublessor" to be defined in the SubLease to refer to Lessee as Sublessor under the SubLease): Sublessee agrees that if, by reason of a default under any underlying Lease (including an underlying Lease through which Sublessor derives its Leasehold estate in the demised subpremises), such underlying Lease and the Leasehold Estate of Sublessor in the demised subpremises is terminated, then Sublessee, at the option and request of the then fee owner of the demised subpremises (the "Fee Lessor"), shall attorn to such Fee Lessor and shall recognize such Fee Lessor as Sublessee's direct lessor under this SubLease. If Landlord exercises its Sublessee agrees to execute and deliver, at any time and from time to time, upon the request of Sublessor or of the Fee Lessor or any mortgagee of either, any instrument that may be necessary or appropriate to evidence such attornment. Sublessee hereby appoints Sublessor or such Fee Lessor or such mortgagee the attorney-in-fact, irrevocably, with full power of substitution, of Sublessee to execute and deliver any such instrument for and on behalf of the Sublessee. This appointment is coupled with an interest and is irrevocable. Sublessee waives any statute or rule of law now or subsequently in effect that may give or purport to give Sublessee any right to elect to terminate this Lease with respect SubLease or to such portion surrender possession of the Premises, then (i) demised subpremises in the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable event that any proceeding is brought by a Fee Lessor to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reducedterminate any such underlying Lease. If Landlord elects not to so terminate Sublessee agrees that this Lease, then Landlord SubLease shall not unreasonably withhold its consent to the proposed sublettingbe affected in any way whatsoever by any such proceeding.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease (Isle of Capri Casinos Inc)
Subletting. (a) Tenant shall The Cooperative is a shareholder-occupied complex. Shares are sold with the understanding that the buyer and/or his or her family will occupy the apartment. Accordingly, Shareholder hereby agrees not sublease all to sublet his or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, her Apartment without the prior written consent of Landlord the Cooperative, which consent may be withheld in each instancethe Cooperative's sole discretion. If In addition to approving any sublease, the Premises or Cooperative must approve of the Shareholder’s tenant (“Sublessee”). In no event shall Shareholder be permitted to sublet the Apartment within the first four years of membership in the Cooperative. Consent to any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection one subletting shall not be deemed a waiver consent by the Cooperative to any subsequent subletting. The liability of Shareholder under this Occupancy Agreement shall continue, notwithstanding the fact that he or she may have sublet the Apartment with the approval of the Cooperative, and Shareholder shall be responsible to the Cooperative for the conduct of his or her Sublessee and for all obligations hereunder. Violation of this covenantprovision shall, or at the acceptance option of the subtenant or occupantsCooperative, or a release result in termination and forfeiture of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingShareholder's rights under this Occupancy Agreement.
(b) If Tenant desires The sublease shall be in a form acceptable to sublease all or substantially all the Cooperative, shall require the Sublessee to abide by the terms of the Premises, Tenant shall first give notice to Landlord of the proposed transaction Cooperative’s Governing Instruments during his or her subtenancy by signing an Occupancy Agreement and the term thereofrules and regulations, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion Cooperative an irrevocable power to dispossess or otherwise act for the Shareholder in case of default under the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein In addition to subsection (b), Shareholder hereby assigns to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or Cooperative all of such Shareholder’s rights as lessor, i.e., the Premises right, power and authority to: (i) collect the rents, issues and profits (collectively, “Rent”) of said Shareholder’s Apartment, including Rent due and unpaid, (ii) initiate an Unlawful Detainer action against the Sublessee, (iii) enter upon and take possession of the Apartment, (iv) re-rent the Apartment in the Cooperative’s name and collect Rent therefrom without liability to an entitythe Shareholder except for any Rent which may be collected over and above the Carrying Charge and other amounts owed to the Cooperative by the Shareholder, which controlsand (v) avail itself of any other remedies permitted by law. Notwithstanding the foregoing, is controlled by or under common control with Tenant, each Shareholder retains the right to collect Rent from such Shareholder’s Apartment for so long as the term "control" is construed under Shareholder shall be current in the Federal securities lawspayment of such Shareholder’s Carrying Charges and other amounts owed to the Cooperative. Once a Shareholder becomes delinquent in payment of such Shareholder’s Assessments, said Shareholder’s rights as lessor are extinguished in favor of the Cooperative.
Appears in 1 contract
Sources: Occupancy Agreement
Subletting. (a) ASSIGNMENTS. Tenant shall not sublease all transfer, assign or any part of the Premisesencumber this Agreement, or suffer or permit sublet the Leased Premises or any part thereof to be subleased to or used by othersthereof, without in each case obtaining the prior written consent of the Landlord. In the event Landlord consents to subletting of the Leased Premises, any and all rents or other consideration for any reason received by Tenant in each instance. If excess of the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection rents required under this Agreement shall be deemed a waiver of this covenant, or the acceptance construed as part of the subtenant or occupants, or a release of Tenant from the further performance Base Rent payable to Landlord. Any attempt by Tenant of covenants on to assign, transfer, encumber or sublet this Premises without Landlord’s written consent shall be void and shall give Landlord the part of Tenant herein containedright and option to terminate this Agreement by written notice to Tenant. The consent by Landlord to sublet any assignment, transfer, subletting to any party other than Landlord shall not be construed as a waiver or release of Tenant from the terms of any covenant or obligation under this Lease nor shall the collection or acceptance of Rent from any such assignee, transferee, subtenant or occupant constitute a waiver or release of Tenant from any covenant or obligation contained in this Lease, nor shall such assignment or subletting be construed to relieve Tenant from giving Landlord reasonable notice, nor from obtaining the express consent in writing of Landlord to any further assignment or subletting.
. In the event that Tenant defaults hereunder Tenant hereby assigns to Landlord any and all rent due from any subtenant of Tenant and hereby authorizes each such subtenant to pay said rent directly to Landlord. Without limiting the generality of the foregoing, if Landlord consents to an assignment or sublease pursuant to this Section 11, Landlord may condition its consent upon the entry by such transferee into an agreement (bin form and substances satisfactory to Landlord) If Tenant desires to sublease all or substantially with Landlord, by which such transferee assumes all of the Premises, Tenant shall first give notice to Landlord Tenant’s obligations hereunder. Any assignment of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice wholly owned subsidiary shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of permitted provided at all times the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased subsidiary remains wholly owned by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease Agreement
Subletting. (a) Tenant Developer shall not sublease all be entitled, with the prior written ---------- consent of Landlord, to sublet the whole or any part portion of the Premises or the improvements constructed thereon by or under Developer and, without limiting the foregoing, may establish a leasehold condominium regime on the Premises, or suffer or permit portions thereof, in accordance with the Premises or any provisions of California law, including California Civil Code Sections 783 and 1350-1360. Developer shall, at all times, remain liable for the performance of all of the covenants on its part thereof to be subleased so performed, notwithstanding any subletting. Each sublease shall be subject and subordinate not only to or used this Lease, but also to any New Lease made by others, without the prior written consent of Landlord as provided in each instanceSection 4.8 above. If the Premises or term of this Lease shall end while any part thereof be sublet to or occupied by anybody other than Tenantsuch sublease is in effect, Landlord may, at Landlord's its option, collect rent from for a period of ninety (90) days thereafter, either terminate the subtenant said sublease or occupantsucceed to all of the rights of Developer thereunder. Where any sublease which is consistent with this Lease is approved, and apply the net amount collected Landlord may grant to the rent herein reservedsubtenant, but no under such sublettingan approved sublease entered into in good faith and for reasonable consideration, occupancy a right of quiet enjoyment in recordable from (a "nondisturbance agreement") during the term of the sublease, notwithstanding the expiration, termination or collection cancellation of this Lease; provided that (i) the term of the sublease, plus extension or renewal options, does not extend beyond the term of this Lease, plus extension options; (ii) such subtenant agrees that in the event this Lease expires, terminates or is cancelled during the term of the sublease, the sublease shall be deemed a waiver of this covenant, or the acceptance of direct lease between Landlord and such subtenant and the subtenant shall attorn to Landlord. In the event that Landlord objects to any proposed nondisturbance agreement or occupantssublease, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord agrees to sublet shall not be construed to relieve Tenant from obtaining the express consent notify Developer in writing of Landlord to any further subletting.
such objection and of its reasons for such objection within twenty (b20) If Tenant desires to sublease all or substantially all days of the Premises, Tenant shall first give notice to Landlord its receipt of the proposed transaction nondisturbance agreement and sublease. Subject to the term thereofforegoing provisions of this subsection 5.7, Landlord hereby approves generally of the form of nondisturbance agreement attached hereto as Exhibit "E". Any approvals or grants of quiet enjoyment given or made by Landlord pursuant to this subsection 5.7 shall be binding upon Landlord, its successors or assigns, including without limitation any person or entity succeeding to the interest of Landlord by way of judicial foreclosure or trustee sale proceedings pursuant to any mortgage or deed of trust, the lien or charge of which is subject and Landlord shall have the right, by notice subordinate to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires Any sublease, with respect to which Landlord agrees to execute a nondisturbance agreement pursuant to this subsection 5.7, may be a sublease pursuant to which the subtenant is responsible for the construction of the building improvements upon the subleased premises (a "Ground Sublease" herein). Any Ground Sublease may contain a hypothecation provision similar to Section 4 of this Lease for the benefit of the holder of any mortgage or deed of trust constituting a lien on the subleasehold estate created by virtue of the Ground Sublease. Any nondisturbance agreement executed and delivered by Landlord for the benefit of the sublessee under a Ground Sublease shall specifically recite that it is for the benefit of any such holder of a deed of trust or mortgage constituting a lien on the subleasehold estate created by such Ground Sublease; that the term "sublease" as used in 45 the nondisturbance agreement shall be deemed to include any new sublease executed and delivered to any such holder of a first deed of trust or first mortgage following a termination of the sublease pursuant to a provision in the sublease similar to subsection 4.8 of this Lease, and that the term "sublessee" under the nondisturbance agreement shall be deemed to include any encumbrancer or other party succeeding to the sublessee under the Ground Sublease by virtue of judicial or private power of sale foreclosure proceedings or by delivery of an assignment in lieu of foreclosure, or otherwise. Where Landlord agrees to execute a nondisturbance agreement for the benefit of the sublessee under any Ground Sublease, such agreement shall be subject to the obligations of the sublessee thereunder being no less than substantially all the obligations of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease Developer hereunder with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingsubleased premises.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease Agreement (Kilroy Realty Corp)
Subletting. (a) Tenant shall not sublease all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the subleases any portion of the Premises proposed to be subleasedany party (the "Subtenant"), the parties agree that, as a condition to Landlord's consent to any such sublease, the Subtenant shall be required to pay directly to Landlord all rent payments due from Subtenant under the sublease. Such sums received by Landlord from the Subtenant, less any sums to which Landlord is directly entitled because they are in excess of the intended effective date rents otherwise payable by Tenant for the sublet Premises, as described in Section XII.C of the proposed sublease; provided however that upon receipt of a termination notice Lease, if any (the "Tenant Sublease Profits") shall be applied by Landlord to the payments owed by Tenant under this sentencethe Lease, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing requestas amended hereby, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then following order (i) to Tenant's obligation to pay Repayment Payments until the total amount of Deferred Base Rent and Tenant's Proportionate Share shall be proportionally reducedis paid in full to Landlord (even if the Tenant Sublease Profits are received by Landlord prior to July 1, 2005), and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and then (ii) the number of parking spaces available for to Tenant's use obligation to pay the Monthly Repayment Amount until the Letter of Credit has been fully restored (even if the Tenant Sublease Profits are received by Landlord prior to July 1, 2005), and then (iii) to increase the Security Deposit held by Landlord pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects Article VI of the Lease to an amount not to so terminate this exceed $2,531,476.80 (the "Increased Deposit Amount"), and then (iv) to Tenant. Notwithstanding the foregoing, nothing contained herein or in the sublease shall release or relieve Tenant from its obligations under the Lease, then Landlord as amended hereby, including, without limitation, the obligation to timely make all Rent payments due under the Lease. Notwithstanding the foregoing, unless otherwise agreed to in writing, Tenant shall not unreasonably withhold its consent be obligated to increase the Security Deposit except as provided above with the application of Tenant's Sublease Profits pursuant to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all terms and conditions of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.this Section I.F.
Appears in 1 contract
Sources: Lease Agreement (Aerogen Inc)
Subletting. (a1) Landlord hereby gives his consent to the subletting of the Leased Premises, wholly or in part, to a third party subject to the use agreed under SECTION 2 hereof, provided that the sub-letting does not infringe Landlord's contractual obligations as detailed in Section 2 Section (4) with respect to Citibank AG and Boston Consulting Group OHG. Tenant will have to submit to the Landlord the sublease in advance. Landlord may revoke his general consent pursuant to the first sentence for good cause only. Inter alia, it shall be considered a good cause in the event that the sub-tenant is a company with respect to which Landlord has granted another tenant of the Property protection against competitors prior to gaining knowledge of said sub-lease agreement and provided that he revokes his consent within a period of 4 weeks from receipt of the sub-lease agreement with reference to his obligation to grant protection against competitors. In these cases, any revoke by Landlord of his afore-mentioned consent shall not sublease all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of give Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c2) Anything herein to Both in case of a sublease or other form of transfer permitting the contrary notwithstanding, without Landlord's prior consent use of the Leased Premises which has been approved by Landlord and in case of a sublease or other form of transfer permitting the use of the Leased Premises but upon at least ten days' prior notice to which has not been approved by Landlord, Tenant, by signing the Lease, assigns to Landlord its claims against a sub-tenant along with any liens in order to secure any claims of Landlord, and Landlord accepts such assignment. If the rent realised by Tenant may under a sublease part exceeds the rent agreed upon in SECTION 5 hereof, then Tenant will each month effect a subsequent payment to Landlord in the amount of 50 % (fifty per cent) of such additional sum. Non-binding translation (C)GAEDERTZ WORKING TRANSLATION
(3) In case of a sublease or all other arrangement permitting the use of the Premises to an entityLeased Premises, which controlsTenant will be liable for any acts or omissions of such subtenant or user, is controlled by or under common control with Tenantirrespective of own fault, as the term "control" is construed under the Federal securities lawsif imputable to Tenant itself.
Appears in 1 contract
Subletting. (a) Tenant shall not The Lessee may from time to time, sublease all the Property or any part portion thereof to any Person and extend, modify or renew any sublease without the approval of Lessor; provided, however, that: (i) no sublease or other relinquishment of possession of the PremisesProperty shall in any way discharge or diminish any of the Lessee’s obligations to the Lessor hereunder, and the Lessee shall remain directly and primarily liable under this Amended and Restated Master Lease as to the Property, or suffer or permit portion thereof, so sublet and (ii) each sublease to an Affiliate of the Premises or any part thereof Lessee shall be made subject and subordinate to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, this Amended and apply the net amount collected Restated Master Lease and to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance rights of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingLessor hereunder.
(b) If Tenant desires to sublease all or substantially all Lessor hereby agrees, that, in the event of the Premises, Tenant shall first give notice to Landlord early termination of the proposed transaction this Amended and the term thereofRestated Master Lease from any cause whatsoever, and Landlord while any sublease is in full force and effect, such termination of this Amended and Restated Master Lease shall have the right, by notice to Tenant within 30 days after receipt not act as a merger or other termination of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaidsuch sublease, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, Lessee’s interest as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, sublessor in which event the termination notice such sublease shall be deemed rescindedautomatically assigned, transferred, and conveyed to Lessor; and, from and after such termination, Lessor shall be bound by the provisions of the sublease then in full force and effect on the part of the Lessee, as sublessor; and that the sublessee shall be deemed thereupon and without further act to have attorned to Lessor. If Landlord exercises its It is the intention hereof to provide that the termination of this Lease while such sublease is in full force and effect shall not, in any way, by reason thereof, terminate such sublease or affect the rights of such sublessee. The foregoing is subject to the right of Lessee (or Lessor, if this Amended and Restated Master Lease has terminated) to terminate this Lease with respect any sublease which is in default (notice thereof, if any required, having been given and the time for curing such default having expired) and any other rights and remedies reserved to Lessee in such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reducedsublease, and an adjustment shall be made for amounts, if any, paid in advance any other rights and applicable remedies afforded to the portion a lessor of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingreal property against a defaulting lessee.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Subletting. (a) Tenant may at any time and from time to time enter into Subleases of Rentable Space without Landlord’s consent; provided that the use of leased space is not a Prohibited Use.
(b) ▇▇▇▇▇▇ agrees for the benefit of Landlord that each Sublease shall not sublease all stipulate that:
(i) it is subject and subordinate to the terms and provisions of this Lease; (ii) in the event of termination of this Lease for any reason, including, without limitation, a voluntary surrender by ▇▇▇▇▇▇, or in the event of any part reentry or repossession of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used Property by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than TenantLandlord, Landlord may, at Landlord's optionits option but with no obligation, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease take over all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt title, and interest of Tenant's notice, as sublessor, under such Sublease; (iii) when the Landlord opts to terminate this Lease. If take over the Sublease as sublessor, the Subtenant shall attorn to Landlord; and (iv) Landlord shall not (1) be liable for any previous act or omission of Tenant desires under such Sublease, (2) be subject to sublease less than substantially all any counterclaim, defense, or offset previously accrued in favor of the PremisesSubtenant against Tenant, Tenant shall first give notice (3) be bound by any security or advance rental deposit made by such Subtenant that is not delivered or paid over to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to which such Subtenant shall look solely to Tenant for refund or reimbursement, or (4) be obligated to perform any work in the portion of subleased space or to prepare it for occupancy, and in connection with such attornment, the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice Subtenant shall execute and deliver to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If any instruments Landlord exercises its right may request to terminate this Lease with respect to evidence and confirm such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingattornment.
(c) Anything herein ▇▇▇▇▇▇ agrees that each UT Sublease shall stipulate that: (i) it is subject and subordinate to the contrary notwithstandingterms and provisions of this Lease; (ii) when the Landlord opts to take over a UT Sublease as sublessor, without Landlord's prior consent but upon at least ten days' prior notice U.T. shall attorn to Landlord; and (iii) Landlord shall not (1) be liable for any previous act or omission of Tenant under such UT Sublease, Tenant may sublease part (2) be subject to any counterclaim, defense, or all offset previously accrued in favor of the Premises to an entity, which controls, is controlled by or under common control with U.T. against Tenant, (3) be bound by any security or advance rental deposit made by U.T. that is not delivered or paid over to Landlord and with respect to which U.T. shall look solely to Tenant for refund or reimbursement, or (4) be obligated to perform any work in the subleased space or to prepare it for occupancy, and in connection with such attornment, U.T. shall execute and deliver to Landlord any instruments Landlord may request to evidence and confirm such attornment, subject to the requirements and limitations of applicable laws and regulations.
(d) Tenant shall provide a copy to Landlord of any direct Sublease from Tenant to a Subtenant (but expressly excluding any Subleases, whether direct or indirect, to End Users who are not the named Subtenant) to Landlord.
(e) If Tenant is not in default of this Lease beyond any applicable notice and cure period, Landlord shall, within thirty (30) days of receipt of written request, provide a non-disturbance and attornment agreement (a “Recognition Agreement”) to Subtenants and End Users in the form attached hereto as the term "control" is construed under the Federal securities lawsExhibit G or such other mutually agreeable form.
Appears in 1 contract
Sources: Ground Lease
Subletting. (a) Tenant Developer shall not sublease all be entitled, with the prior written ---------- consent of Landlord, to sublet the whole or any part portion of the Premises or the improvements constructed thereon by or under Developer and, without limiting the foregoing, may establish a leasehold condominium regime on the Premises, or suffer or permit portions thereof, in accordance with the Premises or any provisions of California law, including California Civil Code Sections 783 and 1350-1360. Developer shall, at all times, remain liable for the performance of all of the covenants on its part thereof to be subleased so performed, notwithstanding any subletting. Each sublease shall be subject and subordinate not only to or used this Lease, but also to any New Lease made by others, without the prior written consent of Landlord as provided in each instanceSection 4.8 above. If the Premises or term of this Lease shall end while any part thereof be sublet to or occupied by anybody other than Tenantsuch sublease is in effect, Landlord may, at Landlord's its option, collect rent from for a period of ninety (90) days thereafter, either terminate the subtenant said sublease or occupantsucceed to all of the rights of Developer thereunder. Where any sublease which is consistent with this Lease is approved, and apply the net amount collected Landlord may grant to the rent herein reservedsubtenant, but no under such sublettingan approved sublease entered into in good faith and for reasonable consideration, occupancy a right of quiet enjoyment in recordable from (a "nondisturbance agreement") during the term of the sublease, notwithstanding the expiration, termination or collection cancellation of this Lease; provided that (i) the term of the sublease, plus extension or renewal options, does not extend beyond the term of this Lease, plus extension options; (ii) such subtenant agrees that in the event this Lease expires, terminates or is cancelled during the term of the sublease, the sublease shall be deemed a waiver of this covenant, or the acceptance of direct lease between Landlord and such subtenant and the subtenant shall attorn to Landlord. In the event that Landlord objects to any proposed nondisturbance agreement or occupantssublease, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord agrees to sublet shall not be construed to relieve Tenant from obtaining the express consent notify Developer in writing of Landlord to any further subletting.
such objection and of its reasons for such objection within twenty (b20) If Tenant desires to sublease all or substantially all days of the Premises, Tenant shall first give notice to Landlord its receipt of the proposed transaction nondisturbance agreement and sublease. Subject to the term thereofforegoing provisions of this subsection 5.7, Landlord hereby approves generally of the form of nondisturbance agreement attached hereto as Exhibit "E". Any approvals or grants of quiet enjoyment given or made by Landlord pursuant to this subsection 5.7 shall be binding upon Landlord, its successors or assigns, including without limitation any person or entity succeeding to the interest of Landlord by way of judicial foreclosure or trustee sale proceedings pursuant to any mortgage or deed of trust, the lien or charge of which is subject and Landlord shall have the right, by notice subordinate to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires Any sublease, with respect to which Landlord agrees to execute a nondisturbance agreement pursuant to this subsection 5.7, may be a sublease pursuant to which the subtenant is responsible for the construction of the building improvements upon the subleased premises (a "Ground Sublease" herein). Any Ground Sub-lease may contain a hypothecation provision similar to Section 4 of this Lease for the benefit of the holder of any mortgage or deed of trust constituting a lien on the subleasehold estate created by virtue of the Ground Sublease. Any nondisturbance agreement executed and delivered by Landlord for the benefit of the sublessee under a Ground Sublease shall specifically recite that it is for the benefit of any such holder of a deed of trust or mortgage constituting a lien on the subleasehold estate created by such Ground Sublease; that the term "sublease" as used in 49 the nondisturbance agreement shall be deemed to include any new sublease executed and delivered to any such holder of a first deed of trust or first mortgage following a termination of the sublease pursuant to a provision in the sublease similar to subsection 4.8 of this Lease, and that the term "sublessee" under the nondisturbance agreement shall be deemed to include any encumbrances or other party succeeding to the sublessee under the Ground Sublease by virtue of judicial or private power of sale foreclosure proceedings or by delivery of an assignment in lieu of foreclosure, or otherwise. Where Landlord agrees to execute a nondisturbance agreement for the benefit of the sublessee under any Ground Sublease, such agreement shall be subject to the obligations of the sublessee thereunder being no less than substantially all the obligations of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease Developer hereunder with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingsubleased premises.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease Agreement (Kilroy Realty Corp)
Subletting. (a) Tenant may at any time and from time to time enter into Subleases of Rentable Space without Landlord’s consent; provided that the use of leased space is not a Prohibited Use.
(b) Tenant agrees for the benefit of Landlord that each Sublease shall not sublease all stipulate that:
(i) it is subject and subordinate to the terms and provisions of this Lease; (ii) in the event of termination of this Lease for any reason, including, without limitation, a voluntary surrender by Tenant, or in the event of any part reentry or repossession of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used Property by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than TenantLandlord, Landlord may, at Landlord's optionits option but with no obligation, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease take over all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt title, and interest of Tenant's notice, as sublessor, under such Sublease; (iii) when the Landlord opts to terminate this Lease. If take over the Sublease as sublessor, the Subtenant shall attorn to Landlord; and (iv) Landlord shall not (1) be liable for any previous act or omission of Tenant desires under such Sublease, (2) be subject to sublease less than substantially all any counterclaim, defense, or offset previously accrued in favor of the PremisesSubtenant against Tenant, Tenant shall first give notice (3) be bound by any security or advance rental deposit made by such Subtenant that is not delivered or paid over to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to which such Subtenant shall look solely to Tenant for refund or reimbursement, or (4) be obligated to perform any work in the portion of subleased space or to prepare it for occupancy, and in connection with such attornment, the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice Subtenant shall execute and deliver to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If any instruments Landlord exercises its right may request to terminate this Lease with respect to evidence and confirm such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingattornment.
(c) Anything herein Tenant agrees that each UT Sublease shall stipulate that: (i) it is subject and subordinate to the contrary notwithstandingterms and provisions of this Lease; (ii) when the Landlord opts to take over a UT Sublease as sublessor, without Landlord's prior consent but upon at least ten days' prior notice U.T. shall attorn to Landlord; and (iii) Landlord shall not (1) be liable for any previous act or omission of Tenant under such UT Sublease, Tenant may sublease part (2) be subject to any counterclaim, defense, or all offset previously accrued in favor of the Premises to an entity, which controls, is controlled by or under common control with U.T. against Tenant, (3) be bound by any security or advance rental deposit made by U.T. that is not delivered or paid over to Landlord and with respect to which U.T. shall look solely to Tenant for refund or reimbursement, or (4) be obligated to perform any work in the subleased space or to prepare it for occupancy, and in connection with such attornment, U.T. shall execute and deliver to Landlord any instruments Landlord may request to evidence and confirm such attornment, subject to the requirements and limitations of applicable laws and regulations.
(d) Tenant shall provide a copy to Landlord of any direct Sublease from Tenant to a Subtenant (but expressly excluding any Subleases, whether direct or indirect, to End Users who are not the named Subtenant) to Landlord.
(e) If Tenant is not in default of this Lease beyond any applicable notice and cure period, Landlord shall, within thirty (30) days of receipt of written request, provide a non-disturbance and attornment agreement (a “Recognition Agreement”) to Subtenants and End Users in the form attached hereto as the term "control" is construed under the Federal securities lawsExhibit G or such other mutually agreeable form.
Appears in 1 contract
Sources: Ground Lease
Subletting. (a) Tenant shall not sublease all The building hereby leased may be sub-let to natural persons or any part legal entities for the purposes of carrying out the activity stipulated in Article 6, paragraph A above. Subletting may either be complete in favour of a single natural person or legal entity, or partial, in favour of more than one natural person or legal entity. Subletting must be approved in advance and in writing by the Finance-Lessor. Regardless of the Premisescircumstances, or suffer or permit subletting cannot, under any circumstances, be imposed on the Premises or Finance-Lessor for any part thereof to be subleased to or used by othersreason whatsoever. * the subtenant(s) must comply with all of the terms and conditions of the lease contract, without any exception or reservation. * under no circumstances may the prior written consent sublease(s) exceed the term of Landlord the lease. It must be expressly stipulated, in each instancethe subletting contract(s), that the termination of the lease contract, for any reason whatsoever, shall automatically give rise to the termination of the sublease(s). If * the Premises or any part thereof be sublet to or occupied Finance-Lessee must notify the Finance-Lessor, by anybody other than Tenantregistered mail with request for acknowledgement of receipt, Landlord may, at Landlord's option, collect rent from the subtenant or occupantname and status of the subtenant(s), and apply shall have eight days, as of its signing, to furnish it an original copy of each sublet agreement. * as the net amount collected to leased premises form an invisible whole in the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance shared intentions of the subtenant or occupantsparties, or regardless of the circumstances, in case of a release of Tenant from partial sublet, the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet sublet(s) shall not be construed binding on the Finance-Lessor. The Finance-Lessee undertakes to relieve Tenant from obtaining pay --to its total subtenant or its partial subtenant(s) any compensation of any nature whatsoever, in particular that due by the express consent in writing Finance-Lessee to its of Landlord subtenant pursuant to the provisions of Articles L. 145-1 et seq. of the New Commercial Code (codification of Decree No. 53-960 of 30 September 1953) on commercial property. The Finance-Lessee undertakes to assume responsibility for any report with its subtenant(s). The Finance-Lessee must repay the Finance-Lessor any amounts that the latter pays to any further subletting.
(b) If Tenant desires subtenant, in the event of its own failure to sublease all or substantially all perform, as dispossession compensation, either at the expiration of the Premiseslease contract (if the promise to sell that supplements it has not been exercised), Tenant shall first give notice to Landlord of or at any time in the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however event that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made it is terminated for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingany reason whatsoever.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Real Property Lease (Advanced Accessory Systems LLC)
Subletting. (a) Tenant Developer shall not sublease all be entitled, with the prior written ---------- consent of Landlord, to sublet the wits hole or any part portion of the Premises or the improvements constructed thereon by or under Developer and, without limiting the foregoing, may establish a leasehold condominium regime on the Premises, or suffer or permit portions thereof, in accordance with the Premises or any provisions of California law, including California Civil Code Sections 783 and 1350-1360. Developer shall, at all times, remain liable for the performance of all of the covenants on its part thereof to be subleased so performed, notwith- standing any subletting. Each sublease shall be subject and subordinate not only to or used this Lease, but also to any New Lease made by others, without the prior written consent of Landlord as provided in each instanceSection 4.8 above. If the Premises or term of this Lease shall end while any part thereof be sublet to or occupied by anybody other than Tenantsuch sublease is in effect, Landlord may, at Landlord's its option, collect rent from for a period of ninety (90) days thereafter, either terminate the subtenant said sublease or occupantsucceed to all of the rights of Developer thereunder. Where any sublease which is consistent with this Lease is approved, and apply the net amount collected Landlord may grant to the rent herein reservedsubtenant, but no under such sublettingan approved sublease entered into in good faith and for reasonable consideration, occupancy a right of quiet enjoyment in recordable from (a "nondisturbance agreement") during the term of the sublease, notwithstanding the expiration, termination or collection cancellation of this Lease; provided that (i)) the term of the sublease, plus extension or renewal options, does not extend beyond the term of this Lease, plus extension options; (ii) such subtenant agrees that in the event this Lease expires, terminates or is cancelled during the term of the sublease, the sublease shall be deemed a waiver of this covenant, or the acceptance of direct lease between Landlord and such subtenant and the subtenant shall attorn to Landlord. In the event that Landlord objects to any proposed nondisturbance agreement or occupantssublease, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord agrees to sublet shall not be construed to relieve Tenant from obtaining the express consent notify Developer in writing of Landlord to any further subletting.
such objection and of its reasons for such objection within twenty (b20) If Tenant desires to sublease all or substantially all days of the Premises, Tenant shall first give notice to Landlord its receipt of the proposed transaction nondisturbance agreement and sublease. Subject to the term thereofforegoing provisions of this subsection 5.7, Landlord hereby approves generally of the form of nondisturbance agreement attached hereto as Exhibit "C". Any approvals or grants of quiet enjoyment given or made by Landlord pursuant to this subsection 5.7 shall be binding upon Land- lord, its successors or assigns, including without limitation any person or entity succeeding to the interest of Landlord by way of judicial foreclosure or trustee sale proceedings pursuant to any mortgage or deed of trust, the lien or charge of which is subject and Landlord shall have the right, by notice subordinate to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires Any sublease, with respect to which Landlord agrees to execute a nondisturbance agreement pursuant to this subsection 5.7, may be a sublease pursuant to which the subtenant is responsible for the construction of the building improvements upon the subleased premises (a "Ground Sublease" herein). Any Ground Sublease may contain a hypothecation provision similar to Section 4 of this Lease for the benefit of the holder of any mortgage or deed of trust constituting a lien on the subleasehold estate created by virtue of the Ground Sublease. Any nondisturbance agreement executed and delivered by Landlord for the benefit of the sublessee under a Ground Sublease shall specifically recite that it is for the benefit of any such holder of a deed of trust or mortgage constituting a lien on the subleasehold estate created by such Ground Sublease; that the term "sublease" as used in the nondisturbance agreement shall be deemed to include any new sublease executed and delivered to any such holder of a first deed of trust or first mortgage following a termination of the sublease pursuant to a provision in the sublease similar to subsection 4.8 of this Lease, and that the term " sublessee" under the nondisturbance agreement shall be deemed to include any encumbrancer or other party succeeding to the sublessee under the Ground Sublease by virtue of judicial or private power of sale foreclosure proceedings or by delivery of an assignment in lieu of foreclosure, or otherwise. Where Landlord agrees to execute a nondisturbance agreement for the benefit of the sublessee under any Ground Sublease, such agreement shall be subject to the obligations of the sublessee thereunder being no less than substantially all the obligations of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease Developer hereunder with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingsubleased premises.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease Agreement (Kilroy Realty Corp)
Subletting. (a) Tenant shall not sublease all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the sublet any portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, Property at any time without Landlord's prior ’s consent but upon at least ten days' prior notice (a) to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, any sublessee that is controlled owned by or under common control with of Tenant, as or (b) to any sublessee of the term "control" is construed Tenant Retained Parcel. Otherwise, ▇▇▇▇▇▇▇▇’s consent shall be required for any subletting of the Property, which consent shall not be unreasonably withheld, conditioned or delayed, provided that such sublease (i) prohibits any Noxious Use, (ii) does not release Tenant from any of its obligations under the Federal securities lawsLease, (iii) does not extend beyond the primary term of the Lease, and (iv) Landlord is named as notice party and receives copies of all sublease documentation reasonably requested by Landlord. Upon any sublease, Landlord may require the Tenant and subtenant to execute a subordination, non-disturbance and attornment agreement in form reasonably acceptable to Landlord, Tenant and subtenant; provided that the terms of such sublease shall not be modified thereby. In addition, if the subtenant or Landlord requests the other to execute a subordination, non-disturbance and attornment agreement in connection with such sublease, subtenant or Landlord will not unreasonably withhold or delay its consent to such agreement, provided that in the event of the cancellation or termination of this Lease for any reason whatsoever or of the surrender of this Lease by operation of law prior to the expiration date of the sublease, subtenant shall make full and complete attornment to Landlord under either the terms of this Lease or the terms of the sublease, in Landlord’s sole and absolute discretion. In the event that this Lease is terminated or cancelled, and Landlord, following request by a subtenant, elects to apply the terms of this Lease to a subtenant, Base Rent for the Properties subleased to such subtenant shall be determined by fair market value appraisal obtained by Landlord at the time of termination of this Lease, but not less than any allocation of Base Rent to the Property in this Lease.
Appears in 1 contract
Subletting. (a) In the event the Tenant shall not sublease desires the Landlord's consent to the subletting of all or any part of the Premisespremises for any part of the term of this Lease with respect thereto, the Tenant shall notify the Landlord of the name of the proposed subtenant, such information as to the proposed subtenant's business, financial responsibility and standing as the Landlord may require, and of the covenants, agreements, terms, provisions and conditions of the proposed subletting, which notice shall (except in the case of a proposed subletting to a subsidiary or affiliate of the Tenant) contain an offer to vacate and surrender, as of the Special Surrender Date (as hereinafter defined), either (i) if the Tenant proposes to sublet only a part of the premises, the space to be demised by the proposed sublease, together with such other space, if any, as is demised to the Tenant by this Lease as may be reasonably required for public corridors, toilets and core facilities serving the space so proposed to be sublet (said spaces(s) being herein collectively called a "Partial Space"), or suffer or permit (ii) if the Premises or any part thereof Tenant proposes to sublet the entire premises, the entire premises. The term "Special Surrender Date" as used in this Article, shall mean a date to be subleased to or used by others, without the prior written consent of Landlord specified in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent such notice from the subtenant or occupantTenant; provided, however, said specified date shall be (a) the last day of a calendar month during the term hereof with respect thereto, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all not earlier than a date occurring 120 days after the giving of such notice and not later than the date for the commencement of the Premises, Tenant shall first give notice to Landlord term of the proposed transaction and subletting. The Landlord may accept such offer by a notice given to the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after the receipt of such notice from the Tenant's notice, to terminate this Lease. If Tenant desires the Landlord accepts such offer and such offer pertains to sublease less than substantially all of the Premisesa Partial Space, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, then effective as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under Special Surrender Date, this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice Lease shall be deemed rescinded. If Landlord exercises its right to terminate modified so that the term and estate granted by this Lease with respect to such portion Partial Space (unless the same shall have expired sooner pursuant to any of the Premisesother conditions of limitation or provisions of this Lease or pursuant to law) shall expire on the Special Surrender Date with the same effect as if the Special Surrender Date were the date specified in this Lease for the expiration of the term of this Lease with respect to such Partial Space and the annual fixed rent payable hereunder, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion extent that such fixed rent relates to such Partial Space and such abatement is in excess of the Premises no longer leased by Tenantannual rate of any other existing abatement of fixed rent relating thereto under any other covenant, and (ii) the number agreement, term, provision or condition of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then shall be abated at the Applicable Rental Rate (as hereinafter defined) for each square foot of the rentable area of the Partial Space from and after the Special Surrender Date. If the Landlord accepts such offer pertaining to a Partial space, the Landlord agrees that any tenant of the Partial Space shall have a separate entrance to the Partial Space and shall not unreasonably withhold its consent have to pass through the Tenant's premises. If the Landlord accepts such offer and such offer pertains to the proposed subletting.
entire premises, then this Lease shall be deemed modified so that the term and estate granted by this Lease (c) Anything herein unless the same shall have expired sooner pursuant to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all any of the Premises conditions of limitation or other provisions of this Lease or pursuant to an entity, which controls, is controlled by law) shall expire on the Special Surrender Date with the same effect as if the Special Surrender Date were the date specified in this Lease for the expiration of the term hereof and the fixed rent payable hereunder shall be apportioned as of the Special Surrender Date. The Tenant shall terminate its occupancy of such Partial Space or under common control with Tenantthe premises, as the term "control" is construed under case may be, not later than the Federal securities lawsSpecial Surrender Date.
Appears in 1 contract
Sources: Sublease (Abacus Direct Corp)
Subletting. (a) Tenant Section 8.01 Sublease or Transfer -------------------- Lessee shall not sublease all assign this lease in whole or in part nor any part of interest therein, nor sublet the Premises, or suffer or permit the Leased Premises or any part thereof to be subleased to or used by othersgrant any license, concession or other right of occupancy of any portion for the Leased Premises without the prior written consent of Landlord Authority, except for those licenses or concessions necessary for Lessee to operate its cruise ship service on the Leased Premises. Lessee will at all times keep Authority informed in each instancewriting of the licenses or concessions it grants relative to operation of its cruise ship service and will provide Authority all information relative to such licenses or concessions including but not limited to the names of licensees and concessionaires and the term of such licenses and concessions. Consent of Authority to one or more assignments and subletting shall not operate as a waiver of Authority's rights as to any subsequent assignments and sublettings. If this Lease is assigned, or if any of the Leased Premises, or any part thereof, is sublet, or occupied by anyone other than the Lessee, the Authority may, after default by the Lessee, collect rent from the assignee, subtenant, or occupant and apply the net amount collected, exclusive of costs of collection, attorneys' fees or other costs incurred by Authority, to the rent herein reserved. No such assignment, subletting, occupancy, or collection shall be deemed a waiver of this covenant or shall the acceptance by Authority of such assignee, subtenant or occupant, as tenant, release Lessee from the further performance of the covenants of this Lease. Lessee shall not assign this lease in whole or in part nor any interest therein, nor sublet the Leased Premises or any part thereof be nor grant any license, concession or other right of occupancy of any portion of the Leased Premises nor permit the transfer of this lease by operation of law or otherwise without the prior written consent of Authority except as provided for in the preceding paragraph of this Section 8.01. Consent of Authority to one or more assignments and subletting shall not operate as a waiver of Authority's rights as to any subsequent assignments and sublettings. If this lease is assigned, or if any of the Leased Premises, or any part thereof, is sublet to or occupied by anybody anyone other than Tenantthe Lessee, Landlord the Authority may, at Landlord's optionafter default by the Lessee, collect rent from the assignee, subtenant or occupant, occupant and apply the net amount collected collected, exclusive of costs of collection, attorneys' fees or other costs incurred by Authority, to the rent herein reserved. No such assignment, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or covenant nor shall the acceptance by Authority of the such assignee, subtenant or occupantsoccupant, or a as tenant release of Tenant Lessee from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate covenants in this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettinglease.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Subletting. Tenant may, without the Authority’s consent, enter into short-term subleases of portions of its Occupied Space within the Leased Premises from time to time, as long as (a) the portions of the Occupied Leased Premises that are being subleased by Tenant, at any particular time, do not exceed in the aggregate more than fifty percent (50%) of Tenant’s Occupied space as of that time, (b) any such sublease shall not be for a term of more than twelve (12) consecutive months, and (c) Tenant shall promptly provide the Authority with written notice of such subletting (and such other information as the Authority shall reasonably request in connection therewith) upon Tenant’s entering into any such sublease. Except as provided in the preceding sentence, Tenant shall not sublease all or permit any part of the Premises, or suffer or permit the Leased Premises or any part thereof to be subleased to or used occupied by others, others without the prior written consent of Landlord Authority, which consent may be withheld or granted in each instancethe Authority’s sole and absolute discretion. If In the Premises or any part thereof be sublet to or occupied by anybody other than Tenantevent of a sublease, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected Tenant shall remain liable to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver Authority to perform all of this covenant, or the acceptance obligations of Tenant hereunder upon failure of the subtenant or occupantsto perform the same. To the extent the Authority’s consent to a subletting is required as described above, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall Authority will not unreasonably withhold its consent to a sublease if: (i) Tenant and the proposed subletting.
(c) Anything herein subtenant can demonstrate to the contrary notwithstandingreasonable satisfaction of the Authority that the subtenant can and shall perform each and every obligation and condition of Tenant under the terms of this Lease Agreement; (ii) the proposed subtenant’s use of and the business that the proposed subtenant proposes to conduct at that portion of the Leased Premises that the subtenant shall be subleasing from Tenant shall be only as provided in Section 206(A) above; (iii) the proposed subtenant demonstrates to the reasonable satisfaction of the Authority that the proposed subtenant will be able to obtain, in a timely manner, all certificates, licenses and permits from all Governmental Entities, required or appropriate to enable the proposed subtenant to carry on the proposed subtenant’s proposed business at the Leased Premises and to enable the proposed subtenant to sublease that portion of the Leased Premises from Tenant, including without Landlord's limitation a “repair station certificate” as required under 14 CFR Part 145 (the “145 Certificate”) and an air quality permit from the applicable Governmental Entities; (iv) no Event of Default by Tenant under this Lease has then occurred and is then continuing; and (v) the form and substance of the proposed subtenant’s sublease shall be reasonably satisfactory to the Authority. The subtenant shall not assign or sublease its sublease except with the prior consent but upon at least ten days' prior notice written approval of the Authority, which may be withheld or granted in the Authority’s sole and absolute discretion; and any sublease shall contain a clause to Landlordthis effect. If a subletting of all or a portion of the Leased Premises is permitted as described in the first sentence of this Section or is otherwise permitted by the Authority, Tenant may sublease part shall be obligated for any breach by the subtenant or all the subtenant’s Employees, agents, contractors or Invitees, of the Premises to an entity, which controls, is controlled by or Tenant’s obligations and covenants under common control with Tenant, as the term "control" is construed under the Federal securities lawsthis Lease.
Appears in 1 contract
Sources: Lease Agreement (Aar Corp)
Subletting. (a) Tenant shall not sublease assign this Lease, or sublet all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by othersunit, without the Owners prior written consent of Landlord consent. ◻ INSURANCE. Tenant assumes ALL RESPONSIBILITY for any loss or damage to property stored by Tenant in each instancethe unit and may or may not elect to provide insurance coverage for the same. OWNER DOES NOT MAINTAIN INSURANCE FOR THE BENEFIT OF TENANT WHICH IN ANY WAY COVERS ANY LOSS WHATSOEVER THAT TENANT MAY HAVE OR CLAIM BY TENANT AND EXPRESSLY RELEASES OWNER FROM ANY LOSSES, CLAIMS, SUITS AND/OR DAMAGES OR RIGHT OF SUBROGATION FOR LOSSES TO SAID PROPERTY CAUSED BY FIRE, THEFT, WATER, RAIN STORMS, TROPICAL STORM, HURRICANE, TORNADO, EXPLOSION, RIOT; RODENTS, CIVIL DISTURBANCES, INSECTS, SONIC BOOM, LAND VEHICLES, UNLAWFUL ENTRY OR ANY OTHER CAUSE WHATSOEVER, NOR SHALL OWNER BE LIABLE TO TENANT AND/OR TENANT’S GUEST OR INVITEES FOR ANY PERSONAL INJURIES SUSTAINED BY TENANT AND/OR TENANT’S GUEST OR INVITEES WHILE ON OR ABOUT OWNER’S PREMISES. ◻ FIRE; CONDEMNATION. If the Premises fire or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected casualty causes damage to the self-storage facility or the self- storage facility is totally or partially taken by way of eminent domain, Owner may terminate this Lease on written notice to Tenant and, upon such termination, all rent herein reserved, but no such subletting, occupancy or collection and other sums owing hereunder shall be deemed paid up to the date of the damage or taking. ◻ SUBORDINATION. This Lease is subject and subordinate to any and all present or future ground leases and mortgages affecting the unit or the self-storage facility. ◻ WAIVER. Owner’s acceptance of any total or partial payment or rent or other sum due hereunder shall not be a waiver of this covenant, any of Owner’s rights or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein containedremedies. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease◻ INSPECTION. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have Owner reserves the right to terminate this Lease with respect to inspect all property left on space, and may inspect the portion contents of items left on the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by space based on reasonable notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, except in cases of emergency, when Owner may enter and (ii) inspect the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, space at any time without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease Agreement
Subletting. (a) In the event Tenant shall not sublease desires to sublet all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Demised Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by written notice to Tenant within 30 days after receipt of Tenant's noticedesire to do so, to terminate this Leasewhich notice shall be accompanied by the Required Information. If Tenant desires to sublease less than substantially all Within thirty (30) days of the Premisesreceipt of said notice and Required Information, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right (i) with Tenant's consent, to terminate this Lease and to enter into a new lease with respect to the Tenant for that portion of the Demised Premises proposed Tenant desires to retain, upon terms to be subleased, as mutually agreed upon; or (ii) to sublease from Tenant at the same rental rate then being paid by Tenant and subsequently to relet that portion of the intended effective date of the proposed sublease; provided however Demised Premises that upon receipt of a termination notice under this sentence, Tenant may, by notice desires to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescindedrelinquish. If Landlord exercises its right to terminate this Lease with respect or to such sublet a portion of the Demised Premises, then (i) the Base Rent and Tenant's Proportionate Share Tenant agrees that Landlord shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable have access to the Demised Premises thirty (30) days prior to the effective termination or sublease commencement date to show the same to prospective tenants. Despite the foregoing, Landlord shall not have the right to recapture any proposed space which Tenant desires to sublease unless the rentable square footage of such space, when aggregated with the rentable square footage that Tenant is then subleasing in the Building, would equal or exceed fifty percent (50%) of the rentable square footage that Tenant is then leasing in the Building. Despite the foregoing, Landlord shall have no right to recapture from Tenant, or to sublease from Tenant, any portion of the Demised Premises no longer leased that is either being subleased by Tenant, and (ii) the number of parking spaces available for Tenant's use Tenant pursuant to the express provisions of Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate 9(b) of this Lease, then Landlord or is being subleased by Tenant for a term that (when aggregated with all renewal or extension options) does not exceed three (3) years. In the event of any subsequent subletting of any portion of the Demised Premises, such subletting shall not unreasonably withhold its consent be subject to the proposed sublettingprovisions of Section 9(d) hereof.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Office Building Lease (Pe Corp)
Subletting. For the purposes of this Paragraph, a lease (aother than the Lease) that is from time to time in effect for space in the Building (as such other lease * CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTION HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. may have been, or may hereafter be, amended) is herein referred to as an “Other Lease.” If under an Other Lease it would be reasonable for Landlord to withhold its consent to a proposed subletting or sub-subletting to Tenant shall not sublease all or any part of the Premises, space (or suffer or permit portion thereof) covered by the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants Other Lease based on the part of fact that Tenant herein contained. The consent by Landlord is a tenant in the Building, then, subject to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premisesterms, covenants and conditions of the Other Lease, and subject to all of Landlord’s rights under the Other Lease, Landlord agrees not to withhold its consent to one (1) or more proposed sublettings (or sub-sublettings) to Tenant, as subtenant (or sub-subtenant), of a portion of space in the Building covered by the Other Lease based solely on the fact that Tenant shall first give notice to Landlord is a tenant in the Building, provided that, and only if (i) if there is more than one (1) proposed sublettings (or sub-sublettings) all of the proposed transaction sublettings (or sub-sublettings) are from the same tenant (or subtenant) and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion proposed sublettings (or sub-sublettings) are for portions of the Premises proposed to be subleasedBuilding covered by the same Other Lease (and, as of in the intended effective date of the proposed sublease; provided however that upon receipt case of a termination notice under this sentencesub-sublease to Tenant as sub-subtenant, Tenant mayare covered by the same sublease), by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number portions of parking spaces available for Tenant's use the Building in question do not exceed 25,000 Rentable Square Feet, in the aggregate, inclusive of all portions of the Building in respect of which Tenant may sublease (or sub-sublease) pursuant to Section 11 hereof shall be proportionally reduced. If any expansion rights or options set forth in the sublease (or sub-sublease) or otherwise (including rights of first offer and rights of first refusal), regardless of whether or not such rights or options are exercised, and (iii) on the date that Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold receives the request for its consent to the proposed subletting.
sublease (cor sub-sublease) Anything herein in full compliance with the provisions of the Other Lease in question (A) the Lease is in full force and effect, (B) the Tenant under the Lease is Switch & Data/NY Facilities Company LLC, (C) Tenant is not in default of any of the terms, covenants or conditions in the Lease on Tenant’s part to observe, perform or comply with, (D) Tenant occupies the entire Premises for its own behalf and is conducting its business therein, and (E) there are at least five (5) years remaining in the term of the Lease. Notwithstanding the foregoing, and notwithstanding any provision contained in the Other Lease in question which may be to the contrary notwithstandingcontrary, without Landlord's prior consent but upon at least ten days' prior notice (1) Landlord shall have no obligation under any circumstances to Landlord, enter into a non-disturbance agreement with Tenant may sublease part as subtenant (or all sub-subtenant) or otherwise to recognize Tenant as a direct tenant of the Premises space covered by the sublease (or sub-sublease) upon the expiration of the term of the Other Lease or otherwise, and the granting of any consent to an entitythe sublease (or sub-subtenant) in question may, which controlsin Landlord’s sole discretion, is controlled be conditioned upon the tenant under the Other Lease and Tenant waiving any such obligation, and (2) under no circumstances shall Tenant assign its sublease (or sub-sublease) or further sublet the space covered by the sublease (or sub-sublease), and the granting of any consent to the sublease (or sub-sublease) in question may, in Landlord’s sole discretion, be conditioned upon Tenant waiving any right to, and agreeing not to, assign its sublease (or sub-sublease) or further sublet the space covered by the sublease (or sub-sublease). All of Landlord’s obligations and Tenant’s rights under common control with Tenant, this Paragraph shall be of no further force or effect from and after the date that Landlord consents to the subletting or sub-subletting of any space in the Building by Tenant as the term "control" is construed under subtenant or sub-subtenant, or Tenant first sublets (or sub-sublets) any space in the Federal securities lawsBuilding from another tenant or subtenant in the Building.
Appears in 1 contract
Subletting. (aA) The Tenant shall not sublease all may sublet the whole or any part of the Premises, or suffer or permit the Demised Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected subject to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.following:
(bB) If In the event that the Tenant desires to sublease the whole or any part of the Demised Premises to any other party, then Tenant shall first offer to terminate the Lease and surrender the Demised Premises to the Landlord, by a written offer to Landlord to terminate the Lease and surrender the Demised Premises, on a specified date which shall be not less than ninety (90) days from the date of the giving of such notice nor more than one hundred twenty (120) days after such date. Landlord shall give written notice to Tenant of its acceptance or rejection of such offer, within sixty (60) days of the receipt of such written offer from the Tenant, and if the Landlord accepts said offer, this Lease shall terminate on the date set forth in the aforesaid offer to Landlord to terminate the Lease and the Tenant shall surrender the Demised Premises to the Landlord on said specified date, and each party shall be released from all obligations under the Lease except those which have accrued or shall accrue prior to the date of termination and surrender. In the event of such termination of the Lease, rent and other charges due and owing hereunder shall be apportioned as of the date of such termination and any part of the Lease deposit made under this Lease which shall not have been returned or applied under the terms thereof, or which may not be required to bring about performance of Tenant's obligations under the terms of this Lease, shall be returned to the Tenant.
(C) If Landlord rejects Tenant's offer of termination and surrender, or fails to give notice of its intention to accept or reject same, within the sixty (60) day period provided for above, Tenant shall have the right to underlet the whole or any part of the Demised Premises for a use permitted hereunder, but only with the written consent of the Landlord first had and obtained, on the basis of the following terms and conditions
(1) A copy of the sublease shall be furnished to the Landlord which shall provide that said sublease assumes all of the obligations of this Lease.
(2) The Tenant shall be and remain liable for the observance of all of the covenants and provisions of this Lease, including but not limited to the payment of the Term Basic Rent reserved herein, through the entire Term of this Lease, as the same may be renewed, extended or otherwise modified
(3) The Tenant shall promptly pay to the Landlord one-half (1A) of the rent, as and when received, in excess of the rent (Basic and Additional) required to be paid by the Tenant for the area sublet, computed on the basis of an average square foot rent for the entire demised Building.
(D) In any event, the acceptance by the Landlord of any rent from any of the subtenants, or the failure of the Landlord to insist upon a strict performance of any of the terms, conditions and covenants herein shall not release the Tenant herein from any and all of the obligations herein during and for the entire Term of this Lease
(E) The Landlord shall require a Five Hundred and 00/100 ($500.00) Dollar payment to cover its handling charges for each request for consent to any sublet prior to its consideration of the same. The Tenant acknowledges that its sole remedy with respect to any assertion that the Landlord's failure to consent to any sublet is unreasonable shall be the remedy of specific performance, and the Tenant shall have no other claim or cause of action against the Landlord as a result of the Landlord's actions in refusing to consent thereto.
(F) In the event that any or all of Tenant's interest in the Demised Premises and/or this Lease is transferred by operation of law to any trustee, receiver, or other representative or agent of Tenant, or to Tenant as a debtor in possession, and subsequently any or all of Tenant's interest in the Demised Premises and/or this Lease is offered or to be offered by Tenant or any trustee, receiver, or other representative or agent of Tenant as to its estate or property (such person, firm or entity being hereinafter referred to as the "Grantor"), for assignment, conveyance, lease, or other disposition to a person, firm or entity other than Landlord (each such transaction) being hereinafter referred to as a "Disposition"), it is agreed that Landlord has and shall have a right of first refusal to purchase, take, or otherwise acquire, the same upon the same terms and conditions as the Grantor thereof shall accept upon such Disposition to such other person, firm, or entity; and as to each such Disposition the Grantor shall give written notice to Landlord in reasonable detail of all of the terms and conditions of such Disposition within twenty (20) days next following its determination to accept the same but prior to accepting the same, and Grantor shall not make the Disposition until and unless Landlord has failed or refused to accept such right of first refusal as to the Disposition, as set forth herein. Landlord shall have sixty (60) days next following its receipt of the written notice as to such Disposition in which to exercise the option to acquire Tenant's interest by such Disposition, and the exercise of the option by Landlord shall be effected by notice to that effect sent to the Grantor; but nothing herein shall require Landlord to accept a particular Disposition or any Disposition, nor does the rejection of any oi~e such offer of first refusal constitute a waiver or release of the obligation of the Grantor to submit other offers hereunder to Landlord In the event Landlord accepts such offer of first refusal, the transaction shall be consummated pursuant to the terms aud conditions of the Disposition described in the notice to Landlord. In the event Landlord rejects such offer of first refusal, Grantor may consummate the Disposition with such other person, firm, or entity; but any decrease in price of more than two (2%) percent of the price sought from Landlord or any change in the terms of payment for such Disposition shall constitute a new transaction requiring a further option of first refusal to be given to Landlord hereunder.
(G) Without limiting any of the provisions of Article XIV, if pursuant to the Federal Bankruptcy Code (or any similar law hereafter enacted having the same general purpose), Tenant is permitted to assign this Lease, notwithstanding the restrictions contained iii this Lease, adequate assurance of future performance by an assignee expressly permitted under such Code shall be deemed to mean the deposit of cash security in an amount equal to the sum of one (1) year's Annual Basic Rent and Additional Rent for the next succeeding twelve (12) months (which Additional Rent shall be reasonably estimated by Landlord) , which deposit shall be held by Landlord for the balance of the Term, without interest, as security for the full performance of all of Tenant's obligations under this Lease, to be held and applied in the manner specified for security in Section 22.02.
(H) Without limiting any of the provisions of Article XIV, if pursuant to the Federal Bankruptcy Code (or any similar law hereafter enacted having the same general purpose) * Tenant is permitted to assign this Lease, the Tenant aud any assignee shall promptly pay to Landlord one-halt (1/2) of any consideration received for any assignment.
(I) Except as specifically set forth above, no portion of the Demised Premises or of Tenant's interest in this Lease may be acquired by any other person or entity, whether by assignment, mortgage, sublease, transfer, operation of law or act of the Tenant, nor shall Tenant pledge its interest in this Lease or in any security deposit required hereunder.
(J) If Tenant is a corporation other than a corporation whose stock is listed and traded on a nationally recognized stock exchange, the provisions of this subsection 15.01(J) shall apply to a transfer (however accomplished, whether in a single transaction or in a series of related or unrelated transactions) of stock (or any other mechanism such as, by way of example, the issuance of additional stock, a stock voting agreement or change in class(es) of stock] which results in a change of control of Tenant as if such transfer of stock (or other mechanism) which results in a change of control of Tenant were an assignment of this Lease, and if Tenant is a partnership or joint venture, said provisions shall apply with respect to a transfer (by one or more transfers) of an interest in the distributions of profits and losses of such partnership or joint venture (or other mechanism, such as, by way of example, the creation of additional general partnership or limited partnership interests) which results in a change of control of such a partnership or joint venture as if such transfer of an interest in the distributions of profits and losses of such partnership or joint venture which results in a change of control of such partnership or joint venture were an assignment of this Lease; but said provisions shall not apply to transactions with a corporation into or with which Tenant is merged or consolidated or to which all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, assets are transferred or to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in any corporation which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part controls or all of the Premises to an entity, which controls, is controlled by Tenant or is under common control with Tenant, as provided that in the term "control" is construed under event of such merger, consolidation or transfer of all or substantially all of Tenant's assets, (i) the Federal securities lawssuccessor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (a) the net worth of Tenant immediately prior to such merger, consolidation or transfer or (b) the net worth of Tenant herein named on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least ten (10) days prior to the effective date of any such transaction.
Appears in 1 contract
Subletting. (a) Tenant shall not sublease all or sublet any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord first being obtained, which consent Landlord may grant or withhold in each instanceLandlord's sole discretion in the case of a subletting of fifty percent (50%) or more of the Premises, but which consent as to any subletting of less than fifty percent (50%) of the Premises will not be unreasonably withheld. Tenant agrees that the factors enumerated in subsections (i) through (v) and (vii) of Section 13.1 above are among the factors upon which Landlord may reasonably decide to withhold consent to a subletting. If the Premises or any part thereof be is sublet to or occupied by anybody other than TenantTenant (other than an assignee), Landlord may, at Landlord's optionafter a default by Tenant, collect the rent from the subtenant or occupant, occupant and apply the net amount collected to the rent Rent herein reserved, but no . No such subletting, occupancy occupancy, or collection shall be deemed a waiver of this covenant, or the an acceptance of the subtenant or occupants, occupant as the tenant hereof or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The Notwithstanding the consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premisessublease, Tenant shall first give notice not be relieved from its primary obligations hereunder to Landlord of the proposed transaction Landlord, including, but not limited to those provided in Section 8.1 and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion payment of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the all Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reducedOperating Expenses. If Landlord elects not to so terminate this Leaseor Tenant collects any rental or other amounts from any subtenant or occupant (on a per-square-foot-basis) in excess of the Base Rent and the Tenant's Share of Operating Expenses for any monthly period, then Landlord shall not unreasonably withhold its consent be entitled to the proposed subletting.
fifty percent (c50%) Anything herein of such excess after deducting actual payments by Tenant for brokerage commissions and tenant improvement costs on account of such subletting or occupancy, and Tenant shall pay to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with TenantLandlord on a monthly basis, as and when Tenant receives the term "control" is construed under the Federal securities lawssame, all such excess amounts received by Tenant.
Appears in 1 contract
Subletting. (a) 18.1 Tenant shall not sublease all directly or indirectly, permit the Premises to be occupied by anyone other than Tenant or sublet the Premises (collectively, "Sublease") or any part portion thereof without Landlord's prior written consent in each instance.
18.2 If Tenant desires at any time to enter into a Sublease of the Premises, or suffer or permit the Premises or any part thereof portion thereof, it shall first give written notice to be subleased Landlord of its desire to or used by othersdo so, without which notice shall contain (a) the prior written consent name of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the proposed subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires the nature of the proposed subtenant's or occupant's business to sublease all or substantially all of be carried on in the Premises, Tenant shall first give notice (c) the portion(s) of the Premises to Landlord be subject to Sublease and the square feet thereof and the other terms and provisions of the proposed transaction and Sublease including any sum(s) payable to Tenant an consideration for entering into the term thereofSublease, and (d) such financial and other information as Landlord shall have may reasonably request concerning the rightproposed subtenant or occupant.
18.3 At any time within sixty (60) days after Landlord's receipt of the notice specified in Section 18.2 hereof, Landlord may by written notice to Tenant within 30 days after receipt elect to (a) Sublease itself the portion of the Premises specified in Tenant's noticenotice or any portion thereof, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to (b) terminate this Lease with respect as to the portion of the Premises proposed that is specified in Tenant's notice or any portion thereof, with a proportionate abatement in the Annual Base Rental, (c) consent to the Sublease, or (d) withhold consent to the Sublease. In the event Landlord elects to sublease from Tenant as described in subsection (a) above, the subrent payable by Landlord to Tenant shall be subleased, as the lower of that set forth in Tenant's notice or the Annual Base Rental payable by Tenant under this Lease at the time of the intended effective date Sublease (or a proportionate amount thereof representing the portion of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice Premises subject to the Sublease if less than the entire Premises is subject to the Sublease). In the event Landlord within ten days thereafter, withdraw its partial subleasing request, elects the option set forth in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease subsection (a) above with respect to such a portion of the Premises, then (i) Tenant shall at all times provide reasonable and appropriate access to such portion of the Base Rent Premises and Tenant's Proportionate Share shall be proportionally reduceduse of any common facilities, and an adjustment (ii) Landlord shall be made have the right to use such portion of the Premises for amounts, if any, paid any legal purpose in advance its sole discretion and applicable the right to further sublease the portion of the Premises no longer leased subject to Landlord's election without the consent of Tenant. If Landlord consents to the Sublease within said sixty (60) day period, Tenant may thereafter within ninety (90) days, enter into such Sublease of the Premises or portion thereof, upon the terms and conditions set forth in the notice furnished by Tenant to Landlord pursuant to Section 18.2 hereof; provided, that if any sum is payable to Tenant in consideration of Tenant's entering into such sublease, then Tenant shall pay such sum to Landlord prior to the execution of the Sublease. In addition, if any amounts are payable to Tenant as subrent under the Sublease, Tenant shall pay to Landlord monthly during the term of such Sublease on account as Additional Rent the amount by which such monthly subrent exceeds the product of (i) the monthly Annual Base Rental then payable by Tenant under the Lease, and (ii) the number fraction derived by dividing the square feet of parking spaces available for Tenant's use pursuant the portion of the Premises subject to Section 11 hereof the Sublease by the Total Rentable Area of the Premises.
18.4 No consent by Landlord to any Sublease by Tenant shall relieve Tenant of any obligation to be proportionally reduced. If Landlord elects not to so terminate performed by Tenant under this Lease, then whether arising before or after the Sublease. The consent by Landlord to any Sublease shall not unreasonably withhold its relieve Tenant from the obligation to obtain Landlord's express written consent to any other or subsequent Sublease. Any Sublease that is not in compliance with this Article 18 shall be void and, at the option of Landlord, shall constitute a material default by Tenant under this Lease. The acceptance of Annual Base Rental or Additional Rent by Landlord from a proposed sublettingsublessee shall not constitute the consent to such Sublease by Landlord.
18.5 Each sublessee shall assume, as provided in this Section 18.5, all obligations of Tenant under this Lease and shall be and remain liable jointly and severally with Tenant for the payment of Annual Base Rental and Additional Rent, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant's part to be performed for the Term. No Sublease otherwise permitted hereunder shall be binding on Landlord unless the sublessee or Tenant shall deliver to Landlord within ten (c10) days of execution a counterpart of the Sublease and an instrument in recordable form that contains a covenant of assumption by the sublessee satisfactory in substance and form to Landlord, consistent with the requirements of this Section 18.5, but the failure or refusal of the sublessee to execute such instrument of assumption shall not release or discharge the sublessee from its liability as set forth above.
18.6 Anything herein contained in the foregoing provisions of this section to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlordneither Tenant nor any other person having an interest in the possession, Tenant may sublease use, occupancy or utilization of space in the Premises shall enter into any lease, sublease, license, concession or other agreement for use, occupancy or utilization of space on the Premises which provides for rental or other payment for such use, occupancy or utilization based, in whole or in part, on the net income or profits derived by any person from the premises leased, used, occupied or utilized and any such purported lease, sublease, license, concession or other agreement shall be absolutely void and ineffective an a conveyance of any right or interest in the possession, use, occupancy or utilization of any part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities lawsPremises.
Appears in 1 contract
Sources: Office Lease (Mastech Corp)
Subletting. Tenant may, without the Authority’s consent, enter into short term subleases of portions of its Occupied Space within the Leased Premises from time to time, as long as (a) the portions of the Occupied Leased Premises that are being subleased by Tenant, at any particular time, do not exceed in the aggregate more than fifty percent (50%) of Tenant’s Occupied space as of that time, (b) any such sublease shall not be for a term of more than twelve (12) consecutive months, and (c) Tenant shall promptly provide the Authority with written notice of such subletting (and such other information as the Authority shall reasonably request in connection therewith) upon Tenant’s entering into any such sublease. Except as provided in the preceding sentence, Tenant shall not sublease all or permit any part of the Premises, or suffer or permit the Leased Premises or any part thereof to be subleased to or used occupied by others, others without the prior written consent of Landlord Authority, which consent may be withheld or granted in each instancethe Authority’s sole and absolute discretion. If In the Premises or any part thereof be sublet to or occupied by anybody other than Tenantevent of a sublease, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected Tenant shall remain liable to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver Authority to perform all of this covenant, or the acceptance obligations of Tenant hereunder upon failure of the subtenant or occupantsto perform the same. To the extent the Authority’s consent to a subletting is required as described above, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall Authority will not unreasonably withhold its consent to a sublease if: (i) Tenant and the proposed subletting.
(c) Anything herein subtenant can demonstrate to the contrary notwithstandingreasonable satisfaction of the Authority that the subtenant can and shall perform each and every obligation and condition of Tenant under the terms of this Lease Agreement; (ii) the proposed subtenant’s use of and the business that the proposed subtenant proposes to conduct at that portion of the Leased Premises that the subtenant shall be subleasing from Tenant shall be only as provided in Section 206(A) above; (iii) the proposed subtenant demonstrates to the reasonable satisfaction of the Authority that the proposed subtenant will be able to obtain, in a timely manner, all certificates, licenses and permits from all Governmental Entities, required or appropriate to enable the proposed subtenant to carry on the proposed subtenant’s proposed business at the Leased Premises and to enable the proposed subtenant to sublease that portion of the Leased Premises from Tenant, including without Landlord's limitation a “repair station certificate” as required under 14 CFR Part 145 (the “145 Certificate”) and an air quality permit from the applicable Governmental Entities; (iv) no Event of Default by Tenant under this Lease has then occurred and is then continuing; and (v) the form and substance of the proposed subtenant’s sublease shall be reasonably satisfactory to the Authority. The subtenant shall not assign or sublease its sublease except with the prior consent but upon at least ten days' prior notice written approval of the Authority, which may be withheld or granted in the Authority’s sole and absolute discretion; and any sublease shall contain a clause to Landlordthis effect. If a subletting of all or a portion of the Leased Premises is permitted as described in the first sentence of this Section or is otherwise permitted by the Authority, Tenant may sublease part shall be obligated for any breach by the subtenant or all the subtenant’s Employees, agents, contractors or Invitees, of the Premises to an entity, which controls, is controlled by or Tenant’s obligations and covenants under common control with Tenant, as the term "control" is construed under the Federal securities lawsthis Lease.
Appears in 1 contract
Sources: Lease Agreement (Aar Corp)
Subletting. (a) Tenant The Club shall not sublease all or any part portions of the Leased Premises, nor permit other Persons to occupy or conduct business in portions of the Leased Premises, except as expressly permitted by this Agreement or with the prior written consent of the PFD. The Club shall not sublease the entire Leased Premises, or suffer or permit such material portion thereof as would transfer substantial control and possession of the Premises or any part thereof to be subleased to or used by othersBallpark, without the prior written consent of Landlord the PFD, which consent may be withheld at the sole discretion of the PFD. In addition to other provisions of this Agreement which allow the Club to sublease or permit other Persons to occupy or conduct business in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than TenantBallpark, Landlord the Club may, at Landlord's option, collect rent from without the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance consent of the subtenant PFD, (a) sublet or occupantspermit other Persons to occupy or conduct business in the Ballpark for the purposes of operating retail outlets and restaurants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires sell or grant licenses, subleases or similar interests in the ordinary course of business to concessionaires, vendors, advertisers, users and others, and (c) sell licenses and similar interests in reserved seats, club seats and suites; provided, however, that the term of any such subleases, licenses and other interests shall, except as otherwise provided in a Sublessee Nondisturbance Agreement delivered pursuant to the following paragraph, automatically terminate upon termination of this Agreement. The Club specifically agrees that any such sublease, license or other interest which could reasonably give rise to an expectancy of long-term rights (generally, but not necessarily limited to interests with a term of longer than one year), shall include explicit provision for such automatic termination. Within thirty (30) days after written request from the Club, the PFD shall enter into an agreement (each, a "Sublessee Nondisturbance Agreement") with any Direct Access Retailer to whom the Club subleases any portion of the Leased Premises, provided that the term of such sublease all does not extend beyond the Term. The Sublessee Nondisturbance Agreement shall include any reasonable provisions required by the sublessee, subject to the reasonable approval of the PFD, but in any event a Sublessee Nondisturbance Agreement shall (i) reaffirm the PFD's ownership of the Leased Premises, (ii) confirm that this Agreement is in full force and effect, without any defaults (or, if one or substantially more defaults exist, specifying such defaults), and (iii) provide that so long as the sublessee complies with all of the Premisesterms and conditions of its sublease, Tenant shall first give notice to Landlord of the proposed transaction and the term thereofsublessee attorns to the PFD, and Landlord the PFD shall have not join the right, by notice sublessee as a party in any action or proceeding to Tenant within 30 days after receipt of Tenant's notice, to enforce or terminate this Lease. If Tenant desires to sublease less than substantially all of Agreement or otherwise interfere with the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublessee's rights under its sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Subletting. (a) In the event Tenant shall not sublease all should desire to assign this Lease or any part of the Premises, or suffer or permit sublet the Premises or any part thereof to be subleased to or used by othersthereof, without the Tenant shall obtain Landlord’s prior written consent therefor. Landlord’s grant or waiver of Landlord in each instance. If consent prior to any such assignment of this Lease or subletting of the Premises or any part thereof shall not be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed construed as a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant terms of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all covenant or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate obligation under this Lease. If In the event of any assignment or sublease, neither Tenant desires to sublease less than substantially all nor any guarantor of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescindedreleased from liability hereunder. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, if Tenant is a limited partnership or a general partnership (or is comprised of two (2) or more persons, individually or as co-partners), the change or conversion of Tenant to (i) a limited liability company, or (ii) a limited liability partnership or (iii) or other entity which possesses the characteristics of limited liability (any such limited liability company, limited liability partnership or other entity is collectively referred to as a “Successor Entity” shall be prohibited unless the prior written consent of Landlord is obtained, which consent may be withheld by Landlord in its sole and absolute discretion. Any attempt by Tenant to effect such conversion without Landlord's ’s prior written consent but shall be voidable at Landlord’s election and further, shall constitute a material breach of this Lease for which Tenant shall not be entitled to any notice or opportunity to cure, notwithstanding anything contained herein to the contrary. Any profits realized from any assignment of this Lease or sublease of the Premises shall be shared equally between Landlord and Tenant. The preceding notwithstanding, in no case shall Tenant have the right to sublease to other then-current tenants of the Project. Upon request to assign or sublease by Tenant, Landlord shall have the option to terminate this Lease and enter into a new lease with the proposed assignee or subtenant. Notwithstanding anything contained in this Lease to the contrary, upon at least ten days' an assignment of this Lease or sublease of all or part of the Premises, any and all Renewal Option(s), expansion options, or any other options granted in this Lease shall automatically be null and void and no further force or effect unless Landlord, in its sole and absolute discretion, agrees otherwise in writing. Notwithstanding anything to the contrary contained in this section, the following constitutes Permitted Transfers, which do not require any prior notice or consent of Landlord (i) a transfer of the Lease to Landlordan entity which is the parent of Tenant, Tenant may sublease part subsidiary of Tenant, affiliate of Tenant, or shall directly or indirectly control, be controlled by, or be under common control with, Tenant; (ii) any subsequent sale of ownership interest or issuance of new ownership interests, directly or indirectly, in Tenant; and (iii) a transaction in which any entity succeeds to all or substantially all of the assets of Tenant whether by merger, consolidation, sale or otherwise provided such successor entity assumes in full the obligations of Tenant under this Lease; provided, however, that (A) Tenant shall remain liable for the performance of all covenants, duties and obligations under the Lease, irrespective of any such assignment, and (B) the use of the Premises by the assignee shall conform with the uses permitted by this Lease. Tenant shall notify Landlord, in writing, of any such assignment or sublease within ninety (90) days after its occurrence and shall provide Landlord with all such reasonable information as Landlord may request reasonably regarding the identity and status of such assignee. In the event of any assignment or sublease, Tenant agrees to pay an entity, which controls, is controlled by or under common control fee to compensate Landlord for its costs and other expenses incurred in connection with Tenant’s assignment or subletting. The fee shall be the greater of Five Hundred and No/100 Dollars ($500.00) or Landlord’s actual cost incurred, as the term "control" is construed under the Federal securities laws.payable upon demand by Landlord. ALTERATIONS, ADDITIONS, IMPROVEMENTS TO THE PREMISES
Appears in 1 contract
Subletting. An assignment for the benefit of Tenant's creditors or otherwise by operation of law shall not be effective to transfer or assign Tenant's interest under this Lease unless Landlord shall have first consented thereto in writing.
(ab) Anything contained in this Lease to the contrary notwithstanding, Tenant shall not sublease have the right to assign this Lease and/or sublet all or any part portion of the Premises, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected without affording Landlord any profit sharing rights as set forth in Subparagraph 5(a), nor any recapture rights as set forth in Subparagraph 5(c), below, to:
(i) any corporation or other entity that is a parent, subsidiary or affiliate of Tenant;
(ii) any corporation or other entity which is a successor (immediate or remote) to the rent herein reservedinitial Tenant hereunder, but no such sublettingeither by merger or consolidation, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.accordance with applicable law;
(biii) If Tenant desires any corporation or other entity a majority of whose voting stock is owned by Tenant;
(iv) any corporation or other entity which has the power to sublease direct Tenant's management and operation or whose management and operation is controlled by Tenant; and
(v) any purchaser of all or substantially all of the Premises, Tenant shall first give notice to Landlord of the proposed transaction and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than assets or substantially all of the Premises, voting stock and equity interests in Tenant; (all of the foregoing collectively hereinafter referred to as "Related Entities"). Tenant shall first give provide Landlord with written notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of any such assignment or subletting within thirty (30) days of the Premises proposed to be subleasedeffective date thereof, as which notice shall include the correct name and address of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, assignee or sublessee. Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed sublettingbe released by any such assignment or sublet.
(c) Anything herein In the event Tenant requests in writing to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice assign this Lease or to Landlord, Tenant may sublease part all or all any substantial portion of the Premises to an entityany person or entity other than a Related Entity, Landlord shall have the option to terminate this Lease, which controls, is controlled option shall be exercisable by or under common control with Tenant, as the term written notice from Landlord ("control" is construed under the Federal securities laws.Recapture Notice") to
Appears in 1 contract
Sources: Office Lease (Appliedtheory Corp)
Subletting. (a) The identity and financial position of the Tenant is a material consideration of Landlord entering into this Lease. Tenant shall not sublease not, directly or indirectly, assign or sublet under this Lease or any part thereof, nor permit all or any part of the Premises, or suffer or permit the Premises or any part thereof to be subleased to used or used occupied by othersanother, without first obtaining the prior written consent of Landlord in each instanceLandlord, which consent shall be at the sole discretion of Landlord. If the Premises Any mortgage, pledge or assignment of this Lease, or if Tenant is a corporation, any part thereof be sublet to or occupied by anybody other than transfer of this Lease from Tenant, Landlord mayor through any change in the ownership of or power to vote the majority of the outstanding voting stock of Tenant, at shall constitute an assignment for the purposes of this Section. Any assignment or subletting made without such Landlord's optionconsent, collect rent shall be voidable by Landlord. Any consent by Landlord, unless specifically stated therein, shall not relieve Tenant from its obligations under this Lease. To be effective, any assignment or sublease must be in writing and signed by the subtenant or occupantLandlord, Tenant and assignee/subtenant, and apply shall set forth the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection entire consideration being given and received. The acceptance of Rent from any other person shall neither be deemed to be a waiver of this covenant, or the acceptance any of the provisions of this Lease nor be deemed to be a consent to the assignment of this Lease or subletting of the Premises. If Landlord shall consent to any assignment or subletting, the assignee/subtenant or occupants, or a release shall assume all obligations of Tenant from hereunder and neither Tenant nor any assignee/subtenant shall be relieved of any liability hereunder if there should be an Event of Default by assignee/subtenant in the further performance by of any of the terms, covenants and conditions hereof. In the event Tenant of covenants on shall request the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further subletting.
(b) If Tenant desires to sublease all assignment or substantially all subletting of the Premisesthis Lease, Tenant shall first give notice to Landlord pay, as Additional Rent, all of the proposed transaction and the term thereofLandlord's reasonable attorneys' fees, administrative costs, and processing costs incurred by Landlord shall have the right, by notice in connection therewith irregardless of whether or not Landlord consents to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease less than substantially all of the Premises, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to any such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed assignment or subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Lease (DHB Capital Group Inc /De/)
Subletting. (a) Tenant shall not sublease all or any part of the PremisesA. Lessee, or suffer or permit the Premises or any part thereof to be subleased to or used by others, without with the prior written consent of Landlord Lessor, the consent of which may be granted or denied in each instance. If the Premises or any part thereof be Lessor’s sole and absolute discretion, may sublet to or occupied by anybody other than Tenant, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenantportion of, or the acceptance entire Leased Premises space in the structures on the Leased Premises to a Subtenant or Subtenants pursuant to a written sublease, which shall contain among other provisions the following:
(1) The sublease must be subject to and governed by all of the subtenant or occupants, or a release covenants and provisions of Tenant from this Lease. Subtenant must abide by all of the further performance by Tenant of covenants on terms and conditions thereof applicable to the part of Tenant herein containedLeased Premises and use thereof. The consent by Landlord to sublet shall not sublease may only be construed to relieve Tenant from obtaining the express consent for a lesser term than specified in writing of Landlord to any further sublettingSection 2 and for a rental greater than that specified in Section 3.
(b2) If Tenant desires to sublease all or substantially all of the Premises, Tenant The Subtenant shall first give notice to Landlord of the proposed transaction maintain and the term thereof, and Landlord shall have the right, by notice to Tenant within 30 days after receipt of Tenant's notice, to terminate this Lease. If Tenant desires to sublease keep in force commercial liability insurance as described in Section 13.A. with a combined single limit not less than one million dollars ($1,000,000). Such insurance requirement may be complied with by Subtenant’s coverage under Lessee’s master liability insurance policy.
(3) The sublease must contain an Indemnification provision, substantially all the same as set forth in Section 12 hereof.
(4) The sublease shall not become effective until an executed copy thereof is delivered to Lessor’s Department of the PremisesAviation.
B. In its absolute and sole discretion, Tenant shall first give notice Lessor may deny its consent to Landlord as aforesaid, and Landlord shall have the right any sublease if Lessor in its sole discretion determines based upon written information supplied to terminate this Lease with respect Lessor by Lessee at least sixty (60) days prior to the portion of the Premises proposed to be subleased, as of the intended effective date of such sublease that the proposed sublease; provided however that upon receipt subtenant has failed to demonstrate the ability to perform the proposed sublease in a competent and financially responsible manner. Failure of a termination notice under this sentence, Tenant may, by notice Lessee to Landlord within ten days thereafter, withdraw its partial subleasing requestprovide adequate written information concerning the subtenant sufficient for Lessor to make such determination shall be, in which event and of itself, a sufficient basis for the termination notice Lessor to deny its consent to any proposed sublease. Lessor shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid inform Lessee in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold writing whether it grants or denies its consent to the proposed sublease. Consent to subletting for use by any other person shall not be deemed consent to any subsequent subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Ground Lease and Operating Agreement
Subletting. 16.3.1 Unless the sublease sought to be entered into is (ai) a Permitted Rental Agreement as defined under Section 16.4, or (ii) to an entity that controls, is controlled by or is under common control with Tenant (collectively, an “Exempt Sublease”), Tenant shall not sublease all sublet the whole or any part of the Premises, or suffer or permit nor grant an option for sublease for the Premises whole or any part thereof to be subleased to or used by others, of the Premises without the prior written consent of Landlord in each instance. If the Premises or any part thereof be sublet to or occupied by anybody other than TenantLandlord, Landlord may, at Landlord's option, collect rent from the subtenant or occupant, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed a waiver of this covenant, or the acceptance of the subtenant or occupants, or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The which consent by Landlord to sublet shall not be construed unreasonably withheld, conditioned or delayed. Landlord shall consent to a proposed sublease or grant of an option for sublease if such use is consistent with the permitted uses of the Premises set forth in Section 1.3 in this Lease. If Landlord shall give its consent to any sublease, this Section 16.3 shall nevertheless continue in full force and effect and no further sublease shall be made without Landlord’s consent. No sublease authorized under this Section 16.3 shall relieve or release the Tenant from obtaining any obligation or responsibility required of the express consent in writing of Landlord Tenant under this Lease. ▇▇▇▇▇▇▇▇ agrees to any further sublettingenter into non-disturbance and attornment agreements with commercial subtenants upon commercially reasonable terms if requested to do so.
(b) If 16.3.2 Except with respect to an Exempt Sublease, if Tenant desires to sublease all sublease, or substantially all grant an option for sublease, for the whole or part of the Premises, or any portion of this Lease or any interest therein, Tenant shall first give notice to notify Landlord in writing of said desire and the details of the proposed transaction and agreement at least sixty (60) days prior to the term thereofproposed date of sublease, and Landlord shall have the right, by notice to Tenant within 30 days after receipt or grant of Tenant's noticean option therefor, to terminate this Leasea third party. If Tenant desires The notification shall include to sublease less than substantially all a full disclosure of the Premisesmonetary payment or any other consideration involved, Tenant shall first give notice to Landlord as aforesaid, and Landlord shall have the right to terminate this Lease with respect to the portion of the Premises proposed to be subleased, as of the intended effective date of the sublease, and a copy of the sublease agreement between the Tenant and new tenant. Tenant shall also provide any financial, corporate or other information regarding the proposed sublease; provided however that upon receipt sublease or the subtenant reasonably requested by Landlord.
16.3.3 Any sublease made in violations of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice Section 16.3 shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent null and Tenant's Proportionate Share shall be proportionally reducedvoid and without any effect whatsoever, and an adjustment shall may be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased deemed by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed a default under the Federal securities lawsLease.
Appears in 1 contract
Sources: Ground Lease
Subletting. (a) Tenant shall not sublease all have the right to assign this Sublease Agreement or any part to sublet the whole or a portion of the PremisesLeased Space, whether voluntarily or suffer by operation of law, or permit the Premises use or occupancy of any part thereof to be subleased to of the Leased Space by anyone other than the Tenant or used by othersthe Lessor's Landlord, without the prior written consents of Lessor and of Lessor's Landlord (which consent shall not be unreasonably withheld) and such restrictions shall be binding upon any assignee or subtenant to which Lessor and Lessor's Landlord have consented. In determining whether to grant such consents to Tenant, Lessor and Lessor's Landlord shall require that no such subtenant of Tenant shall be a direct or indirect competitor of Lessor or of Lessor's Landlord in each instanceor otherwise be of an unsuitable or objectionable nature. If Tenant shall be entitled to retain any premium over the Premises Rental hereunder which it receives under any such sublease. In the event Tenant desires to sublet the Leased Space, or any portion thereof, or assign this Sublease Agreement, Tenant shall give notice thereof to Lessor and Lessor's Landlord within sixty (60) days prior to the proposed commencement date of such subletting or assignment, which notice shall set forth the name of the proposed subtenant or assignee, a detailed statement of the terms of any such sublease and copies of financial reports and other relevant financial information as to the proposed subtenant or assignee. Notwithstanding any permitted assignment or subletting, Tenant shall at all times remain directly, primarily and fully responsible for the payment of the rent herein specified and for compliance with all of its other obligations under the terms, provisions and covenants of this Sublease Agreement. Upon the occurrence of an "event of default" (as hereinafter defined), if the Leased Space or any part thereof be sublet is then assigned or sublet, Lessor, in addition to or occupied any other remedies herein provided by anybody other than Tenantlaw, Landlord may, at Landlord's its option, collect directly from such assignee or subtenant all rents due and becoming due to Tenant under such assignment or sublease and apply such rent against any sums due to Lessor from the subtenant or occupantTenant hereunder, and apply the net amount collected to the rent herein reserved, but no such subletting, occupancy or collection shall be deemed construed to constitute a waiver of this covenant, or the acceptance of the subtenant or occupants, novation or a release of Tenant from the further performance by Tenant of covenants on the part of Tenant herein contained. The consent by Landlord to sublet shall not be construed to relieve Tenant from obtaining the express consent in writing of Landlord to any further sublettingTenant's obligations hereunder.
(b) If In addition to, but not in limitation of, Lessor's Landlord's and Lessor's right to approve any subtenant or assignee, in the event that Tenant desires to sublease all sublet the Leased Space, or substantially all of the Premisesany portion thereof, or assign this Sublease Agreement, Tenant shall first give written notice thereof to Landlord of the proposed transaction Lessor and the term thereofLessor's Landlord, and Lessor's Landlord and Lessor shall have the rightright and option, in its sole discretion, to terminate this Sublease Agreement, or in the case of an actual or proposed subletting or assignment of less than the entire Leased Space, to recapture the portion of the Leased Space sublet, as of the date the proposed subletting or assignment is to be effective. The option shall be exercised, if at all, by Lessor or Lessor's Landlord giving Tenant written notice to Tenant thereof within 30 sixty (60) days after following Lessor's receipt of Tenant's notice, to terminate this Leasewritten notice as provided above. If Tenant desires this Sublease Agreement shall be terminated with respect to sublease less than substantially all the entire Leased Space pursuant to this paragraph, the term of this Sublease Agreement shall end on the date stated in Tenant's notice as the effective date of the Premisesproposed sublease or assignment, as if that date had been originally fixed in this Sublease Agreement for the expiration of the term hereof. If Lessor recaptures under this paragraph only a portion of the Leased Space, the Rental during the unexpired term shall ▇▇▇▇▇ proportionately based on the rent contained in this Sublease Agreement as of the date immediately prior to such recapture. Tenant shall first give notice shall, at Tenant's own cost and expense, discharge and pay in full all expenses of such proposed or actual sublease or assignment (including legal and brokerage fees and the cost of preparing the Leased Space therefor). If Lessor or Lessor's Landlord does not exercise its option to Landlord as aforesaidrecapture the Leased Space under this paragraph, and Landlord then Tenant shall have the right to terminate sublet the Leased Space, or any portion thereof, or assign this Lease with respect to the portion of the Premises proposed to be subleasedSublease Agreement, as of the intended effective date of the proposed sublease; provided however that upon receipt of a termination notice under this sentence, Tenant may, by notice to Landlord within ten days thereafter, withdraw its partial subleasing request, in which event the termination notice shall be deemed rescinded. If Landlord exercises its right to terminate this Lease with respect to such portion of the Premises, then (i) the Base Rent and Tenant's Proportionate Share shall be proportionally reduced, and an adjustment shall be made for amounts, if any, paid in advance and applicable to the portion of the Premises no longer leased by Tenant, and (ii) the number of parking spaces available for Tenant's use pursuant subject to Section 11 hereof shall be proportionally reduced. If Landlord elects not to so terminate this Lease, then Landlord shall not unreasonably withhold its consent to the proposed subletting9(a) above.
(c) Anything herein to the contrary notwithstanding, without Landlord's prior consent but upon at least ten days' prior notice to Landlord, Tenant may sublease part or all of the Premises to an entity, which controls, is controlled by or under common control with Tenant, as the term "control" is construed under the Federal securities laws.
Appears in 1 contract
Sources: Sublease Agreement (Spire Corp)