Common use of Assignment by Leasehold Mortgagee Clause in Contracts

Assignment by Leasehold Mortgagee. The written consent of Landlord shall not be required for any assignment of this Lease to a Leasehold Mortgagee or to any other entity or person who purchased the leasehold estate hereunder at any judicial or non-judicial foreclosure sale held pursuant to the terms of a Trust Deed or to a Leasehold Mortgagee, or an Affiliate thereof, who acquired the leasehold estate hereunder through a deed or assignment in lieu of foreclosure, provided that in any such event such other entity or person forthwith gives notice to Landlord in writing of any such assignment or transfer, setting forth the name and address of the transferee, the effective date of such assignment, and the express agreement of the transferee assuming and agreeing to perform all of the obligations under this Lease required of Tenant to be performed, except those covenants which, by their terms, cannot be performed by any person other than the original Tenant, together with a copy of the document by which such assignment was made. In the event a Leasehold Mortgagee, or an Affiliate thereof, acquired the leasehold estate hereunder through foreclosure or deed or assignment in lieu of foreclosure, such entity shall have the right to assign or transfer this Lease to any person or entity with the prior written consent of Landlord, which consent shall be based on Landlord’s exclusive determination that Landlord’s programmatic and financial interests in consenting to such assignment or transfer are not impaired. Without limitation, Landlord may withhold such consent to assignment if it determines in its sole and absolute discretion that the proposed assignee and its intended use of the Premises are not or would be inconsistent with the mission of the University. The liability of such Leasehold Mortgagee, or such Affiliate thereof, under this Lease will cease upon a Landlord approved assignment or transfer of this Lease (which assignment or transfer shall contain an express assumption by any transferee of all Lease obligations).

Assignment by Leasehold Mortgagee. The Section 12.2 of this Lease shall not apply and the written consent of Landlord shall not be required for any assignment of this Lease (a) to a Leasehold Mortgagee Mortgagee, an Affiliate thereof, or to any other entity or person Person who purchased the leasehold estate hereunder at any judicial or non-judicial foreclosure sale held pursuant to the terms of a Trust Deed or Deed, (b) to a Leasehold Mortgagee, Mortgagee or an Affiliate thereof, thereof who acquired the leasehold estate hereunder through a deed or assignment in lieu of foreclosure, foreclosure or (c) to any Person who purchased the leasehold estate hereunder from Leasehold Mortgagee or its Affiliate; provided that in any such event such other entity or person forthwith Person promptly gives notice to Landlord in writing of any such assignment or transfer, setting forth the name and address of the transferee, the effective date of such assignment, and the express agreement of the transferee assuming and agreeing to perform all of the obligations under this Lease required of Tenant to be performedperformed thereafter, except those covenants which, by their terms, cannot be performed by any person Person other than the original Tenant, together with a copy of the document by which such assignment was made. In the event a Leasehold Mortgagee, or an Affiliate thereof, acquired acquires the leasehold estate hereunder through foreclosure or deed or assignment in lieu of foreclosure, such entity shall have the right to assign or transfer this Lease to any person or entity with the prior written consent of Landlord, which consent shall be based on Landlord’s exclusive determination that Landlord’s programmatic and financial interests in consenting to such assignment or transfer are not impaired. Without limitation, Landlord may withhold such consent to assignment if it determines in its sole and absolute discretion that the proposed assignee and its intended use of the Premises are not or would be inconsistent with the mission of the University. The liability of such Leasehold Mortgagee, or such Affiliate thereof, under this Lease will cease upon a Landlord approved subsequent assignment or transfer of this Lease (which assignment or transfer shall contain an express assumption by any transferee of all future Lease obligations).