Common use of Assignment and Subletting; Prohibition against Leasehold Financing Clause in Contracts

Assignment and Subletting; Prohibition against Leasehold Financing. (a)(i) Except as specifically provided in this Paragraph 21 and subject to the terms hereof, Tenant shall not assign this Lease, voluntarily or involuntarily, whether by operation of law or otherwise. Tenant shall have the right, upon thirty (30) days prior written notice to Landlord and Lender, with no consent of Landlord or Lender being required or necessary ("Preapproved Assignment") (A) to assign this Lease either in its entirety ("Complete Assignment") or (B) to cause Landlord to bifurcate this Lease into two leases ("Lease Bifurcation"), one for each Related Premises (each, a "Bifurcated Lease"), provided that the Basic Rent under each such Bifurcated Lease shall be allocated between each of the Related Premises as provided in Exhibit "F", and to assign this Lease with respect to either Related Premises ("Partial Assignment"), provided that any such Complete Assignment or Partial Assignment is to a Person ("Preapproved Assignee"), that immediately following such assignment has a publicly traded unsecured senior debt rating of "A" or better from Moodx'x Xxxestors Services, Inc. or a rating of "A" or better from Standard & Poor's Corporation, and in the event all of such rating agencies cease to furnish such ratings, then a comparable rating by any rating agency reasonably acceptable to Landlord and Lender.

Assignment and Subletting; Prohibition against Leasehold Financing. (a)(ia) Except as specifically otherwise expressly provided to the contrary in this Paragraph 21 and subject to the terms hereof21, Tenant shall not may not, without the prior written consent of Landlord, (i) assign this Lease, voluntarily or involuntarily, whether by operation of law or otherwiseotherwise (including through merger or consolidation) to any Person other than an Affiliate or a Credit Entity, or (ii) sublet any of the Leased Premises at any time to any other Person other than an Affiliate or Credit Entity, which consent may be granted or withheld by Landlord in accordance with the provisions of Paragraph 21(b) and 21(c) below. Any purported sublease or assignment in violation of this Paragraph 21 shall be null and void. In addition, notwithstanding anything to the contrary contained in this Paragraph 21, Tenant shall not have the right, upon thirty (30) days prior written notice to Landlord and Lender, with no consent of Landlord or Lender being required or necessary ("Preapproved Assignment") (A) to right assign this Lease either in its entirety ("Complete Assignment") voluntarily or (B) to cause Landlord to bifurcate this Lease into two leases ("Lease Bifurcation"involuntarily, whether by operation of law or otherwise), one for each Related or sublet any of the Leased Premises to any Person (eachincluding any Affiliate or Credit Entity) at any time that an Event of Default beyond any applicable notice and cure period shall have occurred and then be continuing under this Lease. As used herein, a "Bifurcated Lease"), provided that the Basic Rent under each such Bifurcated Lease “Credit Entity” shall be allocated between each of the Related Premises as provided in Exhibit "F", and to assign this Lease with respect to either Related Premises ("Partial Assignment"), provided that mean any such Complete Assignment or Partial Assignment is to a Person ("Preapproved Assignee"), that immediately following such assignment has or subletting will have a publicly traded unsecured senior debt rating of "A" “Baa3” or better from Moodx'x Xxxestors Xxxxx’x Investors Services, Inc. or a rating of "A" “BBB” or better from Standard & Poor's Corporation’s Corporation (or, if such Person does not then have rated debt, a determination that its unsecured senior debt would be so rated by such rating agencies), and in the event all of such rating agencies cease to furnish such ratings, then a comparable rating by any rating agency reasonably acceptable to Landlord and Lender.

Assignment and Subletting; Prohibition against Leasehold Financing. (a)(ia) Except as specifically otherwise expressly provided to the contrary in this Paragraph 21 and subject to the terms hereof21, Tenant shall may not (i) assign this Lease, voluntarily or involuntarily, whether by operation of law or otherwiseotherwise (including through merger or consolidation) to any Person other than a wholly-owned subsidiary of Tenant or a Credit Entity, or (ii) sublet any of the Leased Premises at any time to any other Person other than an Affiliate or a Credit Entity without the prior written consent of Landlord, which consent may be granted or withheld by Landlord in accordance with the provisions of Paragraphs 21(b) or 21(c) below, as applicable; and subject, in each case, to the provisions of Paragraphs 21 (j) and 21(k) below. Any purported sublease or assignment in violation of this Paragraph 21 (including an Affiliate transaction in violation of the provisions of Paragraphs 21(j) or 21(k) below) shall be null and void. In addition, notwithstanding anything to the contrary contained in this Paragraph 21, Tenant shall not have the right, upon thirty (30) days prior written notice to Landlord and Lender, with no consent of Landlord or Lender being required or necessary ("Preapproved Assignment") (A) right to assign this Lease either in its entirety ("Complete Assignment") voluntarily or (B) to cause Landlord to bifurcate this Lease into two leases ("Lease Bifurcation"involuntarily, whether by operation of law or otherwise), one for each Related or sublet any of the Leased Premises to any Person (eachincluding any Affiliate) at any time that an Event of Default beyond any applicable notice and cure period shall have occurred and then be continuing under this Lease. As used herein, a "Bifurcated Lease"), provided that the Basic Rent under each such Bifurcated Lease “Credit Entity” shall be allocated between each of the Related Premises as provided in Exhibit "F", and to assign this Lease with respect to either Related Premises ("Partial Assignment"), provided that mean any such Complete Assignment or Partial Assignment is to a Person ("Preapproved Assignee"), that immediately following such assignment has or subletting will have a publicly traded unsecured senior debt rating of "A" “Baa3” or better from Moodx'x Xxxestors Mxxxx’x Investors Services, Inc. or a rating of "A" “BBB-” or better from Standard & Poor's Corporation’s Corporation and not be on credit watch (or, if such Person does not then have rated debt, a determination that its unsecured senior debt would be so rated by such rating agencies), and in the event all of such rating agencies cease to furnish such ratings, then a comparable rating by any rating agency reasonably acceptable to Landlord and Lender.

Assignment and Subletting; Prohibition against Leasehold Financing. (a)(ia) Except as specifically otherwise expressly provided to the contrary in this Paragraph 21 and subject to the terms hereof21, Tenant shall may not (i) assign this Lease, voluntarily or involuntarily, whether by operation of law or otherwiseotherwise (including through any merger or consolidation) to any Person other than a Credit Entity, or (ii) sublet any of the Leased Premises at any time to any other Person other than an Affiliate of Tenant or a Credit Entity, without the prior written consent of Landlord, which consent may be granted or withheld by Landlord in accordance with the provisions of Paragraphs 21(b) or 21(c) below, as applicable; and subject, in each case, to the provisions of Paragraphs 21(j) and (k). Any purported sublease or assignment in violation of this Paragraph 21 (including any Affiliate transaction in violation of the provisions of Paragraphs 21(j) and (k) below) shall be null and void. In addition, notwithstanding anything to the contrary contained in this Paragraph 21, Tenant shall not have the right, upon thirty (30) days prior written notice to Landlord and Lender, with no consent of Landlord or Lender being required or necessary ("Preapproved Assignment") (A) right to assign this Lease either in its entirety ("Complete Assignment") voluntarily or (B) to cause Landlord to bifurcate this Lease into two leases ("Lease Bifurcation"involuntarily, whether by operation of law or otherwise), one for each Related or sublet any of the Leased Premises to any Person (eachincluding any Affiliate) at any time that an Event of Default beyond any applicable notice and cure period shall have occurred and then be continuing under this Lease. As used herein, a "Bifurcated Lease"), provided that the Basic Rent under each such Bifurcated Lease “Credit Entity” shall be allocated between each of the Related Premises as provided in Exhibit "F", and to assign this Lease with respect to either Related Premises ("Partial Assignment"), provided that mean any such Complete Assignment or Partial Assignment is to a Person ("Preapproved Assignee"), that immediately following such assignment has or subletting will have a publicly traded unsecured senior debt rating of "A" “Baa3” or better from Moodx'x Xxxestors Xxxxx’x Investors Services, Inc. or a rating of "A" “BBB-” or better from Standard & Poor's Corporation’s Corporation (or, if such Person does not then have rated debt, a determination that its unsecured senior debt would be so rated by such rating agencies), and in the event all of such rating agencies cease to furnish such ratings, then a comparable rating by any rating agency reasonably acceptable to Landlord and Lender.