Assignment or Sublease by Tenant. Tenant may not, voluntarily or by operation of law, assign or transfer this Lease, or sublease the whole or any part of the leased premises, or allow the whole or any part of the leased premises to be used or occupied by any other person or entity, without the prior written consent or Lessor. If Tenant is a corporation, then any transfer of this Lease by merger, consolidation or liquidation, or any change in ownership of the shares of voting stock so as to result in a change of the present effective voting control of Tenant by the person, persons and/or entity owning a majority of said shares on the date of this Lease, shall constitute an assignment of this Lease, and, as such, shall require the prior written consent of Lessor. The prior written consent of Lessor shall not be withheld unreasonably, but only if all of the following conditions are met: (a) proposed assignee or sublessee is financially responsible; (b) Tenant and any guarantors obligations pursuant to the Lease; (c) the minimum guaranteed annual rent, effective as of the effective date of such assignment or subleasing, shall become forthwith the greater of the following: the minimum guaranteed annual rent then applicable, or an amount equal to the average of the rent, including percentage rent, payable for the last two (2) lease years (or shorter period, if so required) immediately prior to the lease year of the proposed assigning or subleasing; and (d) the use of the leased premises remains the same as set forth on the Data Sheet, and does not conflict with an exclusive that Lessor might have granted since the date of this Lease. The foregoing to the contrary notwithstanding, Lessor shall have a period of sixty (60) days after notice by Tenant of the proposed assigning or subleasing to elect to terminate and cancel this Lease without further liability to Tenant.
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Assignment or Sublease by Tenant. Tenant may not, voluntarily (a) Notwithstanding anything to the contrary contained within this Article IX or by operation of law, assign or transfer this Lease, Tenant shall not assign or sublease sublet any portion of the whole Premises to any party or affiliate of any party which is then a tenant in the Building without Landlord's prior written consent, which consent shall not be unreasonably withheld, delayed or conditioned so long as the occupancy resulting from such assignment or subletting is consistent and compatible with the general use and character of the Building, and any such attempted assignment or subletting shall be void and of no force and effect. If Tenant should desire to assign this Lease or sublet the Premises or any part thereof following initial occupancy of the leased premisesPremises by Tenant, or allow the whole or any part of the leased premises to be used or occupied by any other person or entity, without the prior Tenant shall give Landlord written consent or Lessor. If Tenant is a corporation, then any transfer of this Lease by merger, consolidation or liquidation, or any change in ownership of the shares of voting stock so as to result in a change of the present effective voting control of Tenant by the person, persons and/or entity owning a majority of said shares on the date of this Lease, shall constitute an assignment of this Lease, and, as such, shall require the prior written consent of Lessor. The prior written consent of Lessor shall not be withheld unreasonably, but only if all of the following conditions are met: (a) proposed assignee or sublessee is financially responsible; (b) Tenant and any guarantors obligations pursuant to the Lease; (c) the minimum guaranteed annual rent, effective as of the effective date notice of such assignment or subleasing, shall become forthwith the greater of the following: the minimum guaranteed annual rent then applicable, or an amount equal to the average of the rent, including percentage rent, payable for the last two (2) lease years (or shorter period, if so required) immediately prior to the lease year of the proposed assigning or subleasing; and (d) the use of the leased premises remains the same as set forth on the Data Sheet, and does not conflict with an exclusive that Lessor might have granted since the date of this Lease. The foregoing to the contrary notwithstanding, Lessor shall have a period of desire at least sixty (60) days after in advance of the date on which Tenant desires to make such assignment or sublease. The notice by Tenant shall include the identity of the proposed assigning assignee or subleasing sublessee, current financial data of the proposed subleseee or assignee, its nature of business, and intended use of the Premises, and shall specify the financial terms, including rental, commissions, tenant buildout allowances and other inducements, and the term of the proposed sublease or assignment. Landlord shall then have a period thirty (30) days following receipt of such notice within which to elect notify Tenant in writing that Landlord elects to terminate and cancel either (i) suspend this Lease without further liability as to Tenant.the space so affected as to the date and for the duration so specified by Tenant in its notice, in which event Tenant will be relieved of all obligations hereunder as to such space during said suspension (but after said suspension, Tenant shall once again become liable hereunder as to the applicable space), (ii) permit Tenant to assign or sublet this Lease to the party specified in the notice, or (iii) reject the proposed assignee or sublessee as unsuitable because such party is not creditworthy or of a kind and type customarily found in the Building, or whose operations in the Building or proposed use of the Premises would not be in keeping with, or would detract from, the operations of other tenants in the Building, and continue this Lease in full force and effect as to the space so affected. If Landlord should fail to notify Tenant in writing of such election within said thirty (30) day period, Landlord
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Assignment or Sublease by Tenant. Tenant may Except as expressly permitted herein, TENANT shall not, voluntarily or by operation of law, assign or transfer this Lease, or sublease the whole or any part of the leased premises, or allow the whole or any part of the leased premises to be used or occupied by any other person or entity, without the prior written consent approval of LESSOR, assign or Lessor. If Tenant is a corporationin any manner transfer this lease, then permit any transfer assignment of this Lease by merger, consolidation operation of law or liquidationotherwise, or sublet the Leased Premises or any change in ownership of the shares of voting stock so as to result in a change of the present effective voting control of Tenant by the person, persons and/or entity owning a majority of said shares on the date part thereof. For purposes of this Lease, the sale or transfer of fifty percent (50%) or more of the stock, assets, or business of Lessee shall constitute an assignment requiring prior written consent of the Lessor. In the event TENANT should desire to assign this Lease or sublet the Leased Premises or any part thereof, TENANT shall give LESSOR written notice of such desire at least sixty (60) days in advance of the date on which TENANT desires to make such assignment or sublease. LESSOR shall then notify TENANT in writing of its approval or disapproval of said assignment or sublease. No assignment or subletting by TENANT shall relieve TENANT of any obligation under this Lease. TENANT will not mortgage, andpledge, as such, shall require or hypothecate its leasehold interest or grant any concession or license within the Leased Premises without the prior written consent of LessorLESSOR and any attempt to do any of the foregoing without the LESSOR’s consent will be void. The Consent to or approval by LESSOR of any assignment, sublease, mortgage, pledge or hypothecation of TENANTs leasehold interest or of any concession or license shall not destroy or result in a waiver of LESSOR’s rights under this paragraph, and all other subleases, assignments, mortgages, pledges, hypothecations, concessions or licenses shall likewise be made only upon prior written consent or approval of Lessor shall not be withheld unreasonably, but only if all of the following conditions are met: (a) proposed assignee LESSOR. The expiration or sublessee is financially responsible; (b) Tenant and any guarantors obligations pursuant to the Lease; (c) the minimum guaranteed annual rent, effective as of the effective date of such assignment or subleasing, shall become forthwith the greater of the following: the minimum guaranteed annual rent then applicable, or an amount equal to the average of the rent, including percentage rent, payable for the last two (2) lease years (or shorter period, if so required) immediately prior to the lease year of the proposed assigning or subleasing; and (d) the use of the leased premises remains the same as set forth on the Data Sheet, and does not conflict with an exclusive that Lessor might have granted since the date earlier termination of this Lease. The foregoing , may, at LESSOR’s option, terminate all or any existing subleases, subtenancies, concessions or licenses, or may operate as an assignment to the contrary notwithstandingLESSOR of any or all such subleases, Lessor shall have a period of sixty (60) days after notice by Tenant of the proposed assigning subtenancies, concessions or subleasing to elect to terminate and cancel this Lease without further liability to Tenantlicenses.
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Samples: Lease Agreement
Assignment or Sublease by Tenant. A. Tenant may not, voluntarily or by operation of law, assign or transfer this Lease, or sublease shall not sublet the whole Premises (or any part of the leased premises, portion thereof) or allow the whole assign this Lease (or any part of the leased premises to be used interest herein), nor shall any assignment or occupied by any other person or entitysublease, without the prior written consent of Landlord, which Landlord shall not unreasonably withhold, condition or Lessordelay. Notwithstanding the foregoing, as an alternative to granting consent to a proposed sublease or assignment, Landlord shall have the right, in its sole discretion, to elect: (i) to sublet from Tenant the portion of the Premises proposed by Tenant to be sublet upon the same terms as the proposed sublet (except that if the rental rate thereunder is greater than the rental rate hereunder, then the rental rate shall be adjusted pursuant to paragraph B hereof); or (ii) if Tenant desires to assign this Lease, to terminate this Lease as of the proposed effective date of the assignment. Landlord agrees to make the foregoing election within ten (10) business days after receiving written notice from Tenant outlining the terms of the proposed sublease or assignment, and requesting Landlord's consent thereto. In no event shall Tenant be permitted to sublease the Premises or assign this Lease if Tenant is then in Default under this Lease. In the event of any assignment or sublease pursuant to the terms of this Article XVI, Tenant shall remain liable for all of its obligations under this Lease, including but not limited to payment of Rent. Landlord's consent to a particular assignment or sublease pursuant to this Article XVI shall not constitute consent to any other assignment or sublease.
B. If Tenant should desire to assign this Lease or sublet the Premises, Tenant shall give Landlord written notice thereof specifying: (i) the name, current address and business of the proposed assignee or sublessee, (ii) the amount and location of the space within the Premises proposed to be so subleased, (iii) the proposed effective date and duration of the assignment or sublease, (iv) the proposed rent and other consideration to be paid to Tenant by such assignee or sublessee, and (v) all other information reasonably required by Landlord to evaluate the proposed assignment or sublease. If Landlord consents to such assignment or sublease, Tenant is a corporationshall deliver to Landlord copies of all documents executed in connection therewith, then any transfer which documents shall be in form and substance reasonably satisfactory to Landlord, and which documents shall require such assignee or sublessee to comply with all terms of this Lease on Tenant's part to be performed. No acceptance by mergerLandlord of any rent or any other sum of money from any sublessee or assignee shall be deemed to constitute Landlord's consent to any assignment or sublease. If Landlord permits Tenant to sublet the Premises or assign this Lease, consolidation and the rental rate thereunder exceeds the rental rate hereunder, Tenant shall remit to Landlord as Additional Rent, as and when Rent hereunder becomes due, fifty percent (50%) of the difference between the rent due under the sublease or liquidationassignment and the Rent due hereunder, less commercially reasonable expenses incurred by Tenant in subleasing the space or assigning this Lease (amortized on a straight-line basis over the term of the sublease or assignment).
C. Notwithstanding the foregoing provisions of this Section 16.01, Tenant shall have the right, upon prior written notice to Landlord, but without Landlord's consent, and provided Tenant is not then in Default, to assign this Lease, or to sublet all or any change in ownership part of the shares Premises (without Landlord having any of voting stock so as its termination, recapture or revenue sharing rights pursuant to result in this Section 16.01), to (i) any entity resulting from a change merger or consolidation with Tenant, (ii) any corporation succeeding to all the business and assets of Tenant, or (iii) any affiliate of Tenant; provided, however, that the net worth of the present effective voting control surviving or successor entity or the affiliate is at least equal to the net worth of Tenant by the person, persons and/or entity owning a majority as of said shares on the date of this Lease; and provided, further, that Tenant shall constitute an assignment of remain unconditionally liable for Tenant's obligations under this Lease. For purposes hereof, andan affiliate of Tenant is any entity which controls, as suchis controlled by, or is under common control with Tenant.
D. Notwithstanding any provision to the contrary, during the first four (4) years of the Term, Tenant shall require have the right, subject to Landlord's prior written consent of Lessor. The prior written consent of Lessor consent, which shall not be withheld unreasonablyunreasonably withheld, but only if all of the following conditions are met: (a) proposed assignee conditioned or sublessee delayed, and provided Tenant is financially responsible; (b) Tenant and any guarantors obligations pursuant not then in Default, to the Lease; (c) the minimum guaranteed annual rent, effective as of the effective date of such assignment or subleasing, shall become forthwith the greater of the following: the minimum guaranteed annual rent then applicable, or an amount equal to the average of the rent, including percentage rent, payable for the last sublet two (2) lease years (or shorter period, if so required) immediately prior to the lease year of the proposed assigning floors comprising the Premises to one or subleasing; more unrelated third-parties, without Landlord having any of its recapture rights pursuant to Section 16.01.A hereof. However, all other terms of paragraphs A and (d) the use of the leased premises remains the same as set forth on the Data Sheet, and does not conflict with an exclusive that Lessor might have granted since the date B of this Lease. The foregoing Section 16.01 shall apply to any sublease entered into pursuant to this paragraph D. Notwithstanding anything to the contrary notwithstandingset forth in Section 12.04.B hereof, Lessor shall have a period of sixty (60) days after notice by Landlord may not exercise its right to require Tenant to remove the sign from the facade of the proposed assigning Building, if Landlord's sole reason for exercising such right is that Tenant happens to occupy less than fifty percent (50%) of the Building as a result of having entered into one or subleasing more subleases pursuant to elect to terminate and cancel this Lease without further liability to Tenant.paragraph D.
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Assignment or Sublease by Tenant. (a) Tenant may not, voluntarily or involuntarily, by operation of lawlaw or otherwise, assign assign, mortgage, pledge or otherwise transfer or encumber this LeaseLease or any interest therein, or sublease the whole or any part of the leased premises, or allow the whole or any part of the leased premises to be used or occupied by any other person or entityPremises, without the prior written consent or Lessorof Landlord. If Tenant is a corporation, then any transfer of this Lease by Any merger, consolidation consolidation, reorganization, liquidation or liquidationdissolution of Tenant, or any change in ownership of the shares of voting stock so as to result or other ownership interests in Tenant which results in a change of either the present effective voting control or the majority ownership of Tenant by the person, persons and/or entity owning a majority of said shares from that existing on the date of this LeaseLease or from that hereafter consented to by Landlord, shall constitute an assignment of this Lease, and, as such, and shall require the prior written consent of Lessor. The Landlord.
(b) Subject to Section 9.01(d), the prior written consent of Lessor Landlord to any such proposed assignment, transfer or sublease shall not be withheld unreasonably, but only if all (i) the proposed assignee or subtenant is creditworthy considering the obligations to be assumed under this Lease and any applicable sublease; (ii) the proposed assignment or sublease is for a Permitted Use substantially similar to the use being made of the following conditions are met: Premises by Tenant, (aiii) in the case of a sublease, Tenant and any Guarantor acknowledge in writing that they will remain liable for the performance of all obligations pursuant to this Lease, and in the case of an assignment, Tenant and any Guarantor execute a guaranty of the assignee's performance under this Lease in form and substance satisfactory to Landlord; (iv) no Default shall be in existence at the time of the request for consent or at the time of the assignment or sublease; (v) the proposed assignee or sublessee is financially responsiblenot a governmental entity, a present tenant in the Building, a person or entity with whom Landlord has negotiated for space in the Building during the prior twelve (12) months, or a person or entity whose tenancy in the Building would violate any exclusivity arrangement which Landlord has with any other tenant; and (bvi) Tenant and if the consent of any guarantors obligations pursuant Mortgagee to the Lease; (c) the minimum guaranteed annual rent, effective as of the effective date of such assignment or subleasingsublease is required, shall become forthwith the greater of the following: the minimum guaranteed annual rent then applicablesuch consent has been obtained at Tenant's expense. IF THE FOREGOING CONDITIONS ARE NOT SATISFIED, or an amount equal to the average of the rent, including percentage rent, payable for the last two (2) lease years (or shorter period, if so required) immediately prior to the lease year of the proposed assigning or subleasing; and (d) the use of the leased premises remains the same as set forth on the Data Sheet, and does not conflict with an exclusive that Lessor might have granted since the date of this Lease. The foregoing to the contrary notwithstanding, Lessor shall have a period of sixty (60) days after notice by Tenant of the proposed assigning or subleasing to elect to terminate and cancel this Lease without further liability to TenantLANDLORD'S CONSENT TO THE PROPOSED ASSIGNMENT OR SUBLEASE MAY BE WITHHELD IN LANDLORD'S SOLE AND ABSOLUTE DISCRETION.
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Samples: Lease Agreement (Optel Inc)