Common use of Assignment and Subletting Procedures Clause in Contracts

Assignment and Subletting Procedures. (a) If (y) Tenant delivers to Landlord a Tenant’s Offer Notice with respect to any proposed assignment of this Lease or subletting of the Premises (as set forth in Section 5.02(a)), and related to such Tenant’s Offer Notice, (i) Landlord shall have elected not to exercise its right of first offer under Section 5.02, or the twenty (20) Business Day period within which Landlord must exercise its right of first offer under Section 5.02 shall have elapsed; and (ii) Tenant intends to assign this Lease or sublease the Premises or consummate any other transaction prohibited under Section 5.01 (each a “Transfer”), or (z) Tenant intends to assign this Lease or sublease the Premises or consummate any other Transfer with respect to which Landlord’s right of first offer under Section 5.02 shall not be applicable, then in each of such events, Tenant shall send Landlord a notice of such intention (a “Transfer Notice”), which notice shall be accompanied by (i) a copy of the proposed Transfer and all related agreements, the effective date of which shall be at least twenty (20) Business Days after the giving of the Transfer Notice, (ii) a statement setting forth in reasonable detail the identity of the proposed assignee or subtenant or other party to the Transfer, including, without limitation, its most recent financial statement along with a Good Standing Certificate of the entity, if applicable the nature of its business and its proposed use of the Premises, (iii) current financial information with respect to the proposed assignee or subtenant or other party to the Transfer, and (iv) such other information as Landlord may reasonably request. If (I) Landlord does not timely exercise its option under Section 5.02 with respect to Tenant’s Offer Notice relating to such Transfer, or (II) Landlord’s right of first offer under Section 5.02 shall not be applicable, then, in each event, Landlord’s consent to the proposed Transfer shall not be unreasonably withheld, conditioned or delayed provided that:

Assignment and Subletting Procedures. (a) If (y) Tenant delivers to Landlord a Tenant’s Offer Notice with respect to any proposed assignment Assignment of this Lease or subletting Sublease of all or part of the Premises (as set forth in and Landlord does not timely exercise any of its options under Section 5.02(a))5.02, and related Tenant thereafter desires to such effect an Assignment of this Lease or Sublease the space specified in Tenant’s Offer Notice, (i) Landlord shall have elected not to exercise its right of first offer under Section 5.02, or the twenty (20) Business Day period within which Landlord must exercise its right of first offer under Section 5.02 shall have elapsed; and (ii) Tenant intends to assign this Lease or sublease the Premises or consummate any other transaction prohibited under Section 5.01 (each a “Transfer”), or (z) Tenant intends to assign this Lease or sublease the Premises or consummate any other Transfer with respect to which Landlord’s right of first offer under Section 5.02 shall not be applicable, then in each of such events, Tenant shall send notify Landlord a notice of such intention (a “Transfer Notice”)) of such desire, which notice shall be accompanied by (i) a conformed or photostatic copy of the proposed Transfer Assignment or Sublease and all any related agreements, the effective or commencement date of which shall be at least twenty thirty (2030) Business Days days after the giving of the Transfer Noticesuch notice, (ii) a statement setting forth in reasonable detail the identity of the proposed assignee Assignee or subtenant or other party to the TransferSublessee, including, without limitation, its most recent financial statement along with a Good Standing Certificate of the entity, if applicable the nature of its business and its proposed use of the PremisesPremises (and such other reasonable information as shall be requested by Landlord, from time to time, with respect to each such proposed Assignee or Sublessee), (iii) current financial information with respect to the proposed Assignee or Sublessee, including, without limitation, its most recent certified financial statements, if such financial statements are certified (or, if not, certified by an authorized officer of the proposed assignee or subtenant or other party as being true and correct), (iv) a certification by Tenant as to any changes in the Transfer, information submitted to Landlord with the Tenant’s Offer Notice and (ivv) such other information as Landlord may reasonably request. If (I) Landlord does not timely exercise its option under Section 5.02 with respect to Tenant’s Offer Notice relating to such Transfer, or (II) Landlord’s right of first offer under Section 5.02 shall not be applicable, then, in each event, and Landlord’s consent to the proposed Assignment or Sublease will be given or withheld within twenty-five (25) days after the date the Transfer Notice shall have been given to Landlord and shall otherwise not be unreasonably withheld, conditioned or delayed delayed, provided that:

Assignment and Subletting Procedures. (a) If (y) Tenant delivers to Landlord a Tenant’s Offer Notice with respect to any proposed assignment of this Lease or subletting of all or part of the Premises (as set forth other than an assignment or sublease that does not require Landlord’s consent in Section 5.02(a)accordance with Sections 10.01(b) or 10.02), and related Landlord does not timely exercise any of its options under Section 10.08, and Tenant thereafter desires to such assign this Lease or sublet the space specified in Tenant’s Offer Notice, (i) Landlord shall have elected not to exercise its right of first offer under Section 5.02, or the twenty (20) Business Day period within which Landlord must exercise its right of first offer under Section 5.02 shall have elapsed; and (ii) Tenant intends to assign this Lease or sublease the Premises or consummate any other transaction prohibited under Section 5.01 (each a “Transfer”), or (z) Tenant intends to assign this Lease or sublease the Premises or consummate any other Transfer with respect to which Landlord’s right of first offer under Section 5.02 shall not be applicable, then in each of such events, Tenant shall send notify Landlord a notice of such intention (a “Transfer Notice”)) of such desire, which notice Transfer Notice shall contain Tenant’s request for Landlord’s consent to such assignment or subletting and shall be accompanied by (i1) a copy fully executed original counterpart of the proposed Transfer assignment or sublease, and of all related agreements, the effective date of which shall be at least twenty thirty (2030) Business Days days after the giving of the Transfer Notice, (ii2) if not provided together with Tenant’s Offer Notice in accordance with Section 10.08, a statement setting forth in reasonable detail the identity of the proposed assignee or subtenant or other party to the Transfersubtenant, including, without limitation, its most recent financial statement along with a Good Standing Certificate of the entity, if applicable the nature of its business and its proposed use of the PremisesPremises (or portion thereof), (iii3) if not provided together with Tenant’s Offer Notice in accordance with Section 10.08, current financial information with respect to the proposed assignee or subtenant, including, without limitation, its most recent financial statements (which shall have been audited by a reputable accounting firm reasonably satisfactory to Landlord, or, if audited financial statements shall not be available, which shall have been certified to be true, correct and complete by the Chief Financial Officer of the proposed assignee or subtenant (or, if the proposed assignee or other party to the Transfersubtenant shall not have a chief financial officer, such assignee’s or subtenant’s chief executive officer)), and (iv4) such other information as Landlord may reasonably request. If (I) Landlord does not timely exercise its option under Section 5.02 request with respect to Tenant’s Offer Notice relating to the proposed assignee or subtenant (provided that Landlord shall request any such Transfer, or other information within ten (II10) days after Landlord’s right receipt of first offer under the applicable Transfer Notice accompanied by all items required in clauses (1) through (3) of this Section 5.02 shall not be applicable10.09(a)), then, in each event, and Landlord’s consent to the proposed Transfer assignment or sublease shall not be unreasonably withheldwithheld or delayed, conditioned or delayed provided that:

Assignment and Subletting Procedures. (a1) If (y1) Tenant Subtenant delivers to Landlord Sublandlord a TenantSubtenant’s Offer Notice with respect to any proposed assignment of this Lease Sublease or subletting of all or substantially all of the Premises for all or substantially all of the balance of the Sublease Term and Sublandlord does not timely exercise its option to terminate or is deemed to have waived such option under Section 9(b)(2), and Subtenant thereafter desires to assign this Sublease or sublet the Premises or any portion thereof, or (as set forth in 2) Subtenant desires to assign this Sublease or sublet the Premises or any portion thereof where no Subtenant’s Offer Notice is required (other than with respect to an assignment or sublease pursuant to Section 5.02(a9(a)(1) or (2) or (3)), and related to such Tenant’s Offer Notice, (i) Landlord Subtenant shall have elected not to exercise its right of first offer under Section 5.02, or the twenty (20) Business Day period within which Landlord must exercise its right of first offer under Section 5.02 shall have elapsed; and (ii) Tenant intends to assign this Lease or sublease the Premises or consummate any other transaction prohibited under Section 5.01 (each a “Transfer”), or (z) Tenant intends to assign this Lease or sublease the Premises or consummate any other Transfer with respect to which Landlord’s right of first offer under Section 5.02 shall not be applicable, then in each of such events, Tenant shall send Landlord a notice of such intention notify Sublandlord (a “Transfer Notice”)) of such desire, which notice shall be accompanied by (iA) a copy of either, at Subtenant’s option, (v) an agreed upon term sheet containing all of the material business terms of the proposed Transfer assignment or sublease and all related agreements, or (w) the proposed assignment or sublease and all related agreements, and in the case of (v) or (w), the effective date of which shall be at least twenty thirty (2030) Business Days days after the giving of the Transfer Notice, (iiB) a statement setting forth in reasonable detail the identity of the proposed assignee or subtenant or other party to the Transfersubtenant, including, without limitation, its most recent financial statement along with a Good Standing Certificate of the entity, if applicable the nature of its business and its proposed use of the Premises, (iiiC) current financial information with respect to the proposed assignee or subtenant subtenant, including without limitation, its most recent financial reports, (and Sublandlord agrees to sign a Non-Disclosure Agreement in form reasonably acceptable to Sublandlord and such assignee or other party sublessee with respect to the Transfer, such financial reports) and (ivD) such other information as Landlord Sublandlord may reasonably request. If , which Subtenant shall provide within five (I5) Landlord does not timely exercise its option under Section 5.02 with respect to Tenant’s Offer Notice relating to days of such Transferrequest, or (II) Landlord’s right of first offer under Section 5.02 shall not be applicable, then, in each event, Landlordand Sublandlord’s consent to the proposed Transfer assignment or sublease shall not be unreasonably withheld, conditioned or delayed (said option may be exercised by Sublandlord by delivery of an irrevocable notice to Subtenant within thirty (30) days after Sublandlord’s receipt of Subtenant’s Transfer Notice; provided Subtenant has delivered all additional information Sublandlord has requested within the aforementioned five (5) day period). If Sublandlord fails to consent or deny consent within such thirty (30) day period, Subtenant shall send Sublandlord a second Transfer Notice, which shall include, in 12 point capital letters, a statement that if Sublandlord does not respond within ten (10) days of the receipt of the Second Transfer Notice, time being of the essence, Sublandlord’s consent shall be deemed given. The parties agree that Subtenant shall have the right to simultaneously submit a Subtenant’s Offer Notice and Transfer Notice. If Sublandlord does not respond within such ten (10) day period, Sublandlord shall be deemed to have consented thereto, provided that: