Assignment by the Lessor. The Lessor may not, save as provided below, assign or transfer any of its rights or obligations under this Lease or any of the other Relevant Documents without the prior written consent of the Lessee which consent may not unreasonably be withheld. Notwithstanding the above provision, the Lessor shall be at liberty to transfer (by way of assignment or novation) its rights, benefits or obligations under this Lease and any of the other Relevant Documents to any leasing company chosen by it within the Lessor Group which is resident in the United Kingdom for the purpose of the charge to Corporation Tax on the basis that:
Assignment by the Lessor. The Lessor may not, without the prior consent of the Lessee, assign any of its rights under or interest in this Lease except to a successor Owner Trustee or additional trustee referred to in Section 9.01 of the Participation Agreement and Section 8.01 of the Trust Agreement and except as set forth in Section 13.09 of the Participation Agreement or as otherwise expressly provided herein.
Assignment by the Lessor. The Lessor may, at any time and from time to time, assign all or any part of its interest in the Equipment or this Agreement, including without limitation, the Lessor's rights to receive the rental payments and any additional payments due and to become due hereunder. The Lessee agrees that this Agreement may become part of a pool of agreement obligations at the Lessor's or its assignee's option. The Lessor or its assignees may assign or reassign either the entire pool or any partial interest herein. Notwithstanding the foregoing, no assignment or reassignment in the Equipment or this Agreement shall be effective unless and until the Lessee shall receive a duplicate original counterpart of the document by which such assignment or reassignment is made disclosing the name and address of each such assignee. The Lessee agrees to execute any document reasonably required by the Lessor in connection with any assignment. After the giving of notice described above to the Lessee, the Lessee shall thereafter make all payments in accordance with the notice to the assignee named therein and shall, if so requested, acknowledge such assignment in writing, but such acknowledgment shall in no way be deemed necessary to make the assignment effective.
Assignment by the Lessor. The Lessor's interest in this Lease has been assigned as security to the Indenture Trustee pursuant to the Indenture for the benefit of the holders from time to time of the Equipment Notes, and the Lessee acknowledges due notice of, and consents to, such security assignment. The Lessor may not, without the prior consent of the Lessee, otherwise assign any of its rights under or interest in this Lease except to a successor Owner Trustee or additional trustee referred to in Section 9.01 of the Participation Agreement and Section 9.01 of the Trust Agreement or as otherwise expressly provided herein.
Assignment by the Lessor. Except as provided herein, in the Trust Agreement and the Assignment Agreement, the Lessor will not assign this Lease to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in Section 2.2 hereof and any assignment in contravention hereof shall be void.
Assignment by the Lessor. Certain of the Lessor's rights under this Lease, including certain notice provisions, the right to receive and enforce payment of the Rent Payments and other amounts to be made by the Lessee to the Lessor under this Lease, are or will be assigned to the Trustee by the Lessor, to which assignment the Lessee hereby consents. Certain of Lessor's obligations under this Lease with respect to acquisition of the Property are or will be assigned to a sole purpose not for profit corporation organized for the same purposes as the Lessor, to which assignment the Lessee hereby consents.
Assignment by the Lessor. Certain of the Lessor’s rights under this Lease, including the right to receive and enforce payment of the Lease Payments to be made by the Lessee under this Lease, have been assigned to the Trustee, subject to certain exceptions, pursuant to the Assignment Agreement, to which assignment the Lessee hereby consents. Except as provided herein and in the Trust Agreement, the Lessor will not assign this Lease, its right to receive Lease Payments from the Lessee, or its duties and obligations hereunder to any other person, firm or corporation so as to impair or violate the representations, covenants and warranties contained in Section 2.2.
Assignment by the Lessor. The Lessor shall not assign its obligations under this Lease, and no purported assignment thereof shall be effective. All of the Lessor’s rights, title and/or interest in and to this Lease, the Rental Payments and other amounts due hereunder and the Facilities may be assigned and reassigned in whole or in part to one or more assignees or subassignees by the Lessor at any time, without the consent of the Council. No such assignment shall be effective as against the Council unless and until the assignor shall have filed with the Council a copy or written notice thereof identifying the assignee. The Council shall pay all Rental Payments due hereunder to or at the direction of the Lessor or the assignee named in the most recent assignment or notice of assignment filed with the Council. During the Lease Term the Council shall keep a complete and accurate record of all such assignments. In the event the Lessor assigns participations in its right, title and/or interest in and to this Lease, the Rental Payments and other amounts due hereunder and the Facilities, such participants shall be considered to be the Lessor with respect to their participated shares thereof. The Council hereby consents to assignment of the Lease to the Trustee for the purposes as set forth in the Trust Agreement.
Assignment by the Lessor. (a) The Lessor has the right to sell, assign, pledge, mortgage, or otherwise transfer or encumber the Premises, this lease or any of its rights under this lease without obtaining the consent of the Lessee, provided that the transfer or encumbrance is subject to the rights of the Lessee under this lease. Notwithstanding any such assignment, the Lessor warrants that the Lessee shall quietly enjoy the use of the Premises subject to the terms and conditions of this lease.
(b) If the Lessor transfers or assigns the Premises, this lease or any of its rights under this lease, the right of the transferee or assignee to receive the amounts due from the Lessee under this lease shall be free from all defenses, setoffs and counterclaims that the Lessee may be entitled to assert against the Lessor. The Lessee may separately assert any such defenses, setoffs and counterclaims against the Lessor.
Assignment by the Lessor. The Lessor's right, title and interest in and to Rental Payments and any other amounts payable by the Lessee under any and all of the Leases, and all proceeds therefrom may be assigned and reassigned in whole or in part to one or more assignees or subassignees by the Lessor, without the necessity of obtaining the consent of the Lessee; provided, however, that any such assignment, transfer or conveyance to a trustee for the benefit of owners of certificates of participation shall be made in a manner that conforms to any applicable State law. Nothing in this Section 11.01 shall be construed, however, to prevent the Lessor from executing any such assignment, transfer or conveyance that does not involve funding through the use of certificates of participation within the meaning of applicable State law, including any such assignment, transfer or conveyance as part of a multiple asset pool to a partnership or trust, interests in which are offered and sold in a private placement or limited offering only to investors whom the Lessor reasonably believes are qualified institutional buyers or accredited investors within the meaning of the applicable federal securities law; provided further, however, that in any event, the Lessee shall not be required to make Rental Payments, to send notices or to otherwise deal with respect to matters arising under a Lease with or to more than one individual or entity. No assignment, transfer or conveyance permitted by this Section 11.01 shall be effective until the Lessee shall have received a written notice of assignment that discloses the name and address of each such assignee; provided, however, that if such assignment is made to a bank or trust company as trustee or paying agent for owners of certificates of participation, trust certificates or partnership interests with respect to the Rental Payments payable under a Lease, it shall thereafter be sufficient that the Lessee receives notice of the name and address of the bank or trust company as trustee or paying agent. During the term of each Lease, the Lessee shall keep, or cause to be kept, a complete and accurate record of all such assignments in form necessary to comply with Section 149 of the Code. The Lessee shall retain all such notices as a register of all assignees and shall make all payments to the assignee or assignees designated in such register. The Lessee shall not have the right to and shall not assert against any assignee any claim, counterclaim or other right the...
