Common use of Assignment Subleasing Clause in Contracts

Assignment Subleasing. (a) Tenant is currently in occupancy and is operating its business at the Premises. Tenant may not assign its interest in this Lease or sublease any portion(s) of the Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed. No sublease under, or assignment or other transfer of, this Lease shall relieve Tenant of its obligations hereunder, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance of the obligations of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights or obligations of the parties under this Lease, (ii) stipulation which extends the time within which an obligation under this Lease is to be performed, (iii) waiver of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of such assignment, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment, and, in the case of a sublease, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18.

Assignment Subleasing. (a) Tenant is currently in occupancy and is operating its business at the Premises. Tenant may shall not assign its interest in this Lease or sublease any portion(s) portion or the whole of the Premises without the prior written consent of Landlord, Landlord which consent shall not be unreasonably withheld or delayed. No sublease under, or In connection with any request by Tenant for such consent to assignment or other transfer ofsubletting, this Lease Tenant shall relieve Tenant of its obligations hereunder, which shall continue as submit to Landlord in writing in the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance name of the obligations of this Lease on Tenant's part to be performed proposed assignee or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights or obligations of the parties under this Leasesubtenant, (ii) stipulation which extends the time within which an obligation under this Lease is such information as to be performedits financial responsibility and standing as Landlord may reasonably require, and (iii) waiver of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of such assignment, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on upon which the part of the Tenant proposed assignment or subletting is to be observed and performed made. Upon receipt from and after the date Tenant of such assignment, and, request and information Landlord shall have an option to be exercised in the case of a sublease, Tenant shall, writing within fifteen twenty (1520) days after the execution and delivery its receipt from Tenant of such sublease, deliver request and information if the request is to Landlord a duplicate original of such sublease. (c) Upon assign the occurrence of an Event of Default under this Lease, Landlord shall have the right Lease or to collect and enjoy sublet all rents and other sums of money payable under any sublease of any of the Premises, to cancel or terminate this Lease, or, if the request is to sublet a portion of the Premises only, to cancel and Tenant hereby irrevocably and unconditionally assigns all rights under any terminate this Lease with respect to such sublease including rents and money portion, in each case as of the date set forth in Tenant's request submitted to Landlord; in the event Landlord shall exercise such option, Tenant shall surrender possession of the entire Premises, or the portion which assignment is the subject of the option, as the case may be exercised upon and after (but not before) be, on the occurrence date set forth in such notice in accordance with the provisions of an Event this Lease relating to surrender of Defaultthe Premises at the expiration of the Lease. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18.If

Assignment Subleasing. (a) 14.1 Tenant is currently in occupancy and is operating its business at the Premises. Tenant may not assign its interest in shall not, voluntarily, by operation of law, or otherwise, assign, transfer, mortgage, pledge or encumber this Lease or sublease the Leased Premises or any portion(s) of part thereof, or grant a right to any person other than Tenant, its employees, agents, servants and invitees to occupy or use the Leased Premises or any portion thereof, without the express prior written consent of Landlord; provided, which however, Landlord agrees to consent shall not be unreasonably withheld or delayed. No sublease under, or to the collateral assignment or other transfer of, this Lease shall relieve Tenant of its obligations hereunder, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance of the obligations of this Lease on in the form attached hereto as Exhibit G to Tenant's part Lender, such consent to be performed in the form attached hereto as Exhibit H. Any attempt to do any of the foregoing without such written consent shall be null and void and of no affect, and shall further constitute a material default under this Lease. If Tenant so requests Landlord's consent, said request shall be in writing specifying the duration of said desired sublease or observedassignment, the date same is to occur, the exact location of the space affected thereby and the proposed rentals on a square foot basis chargeable thereunder, and shall not be submitted to Landlord at least sixty (60) days in any way be dischargedadvance of the date on which Tenant desires to make such assignment or sublease or allow such occupancy or use. Upon such request, released or impaired by any Landlord may, in its sole discretion, (i) agreement which modifies any grant such consent subject to Landlord's approval of the rights assignee, transferee, subtenant or obligations of the parties under this Leasemortgagee, or (ii) stipulation which extends the time within which an obligation under this Lease is elect to be performed, (iii) waiver of the performance of an obligation required under terminate this Lease, or (iviii) failure to enforce any of the obligations set forth in suspend this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate Lease as to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior space to the execution and delivery of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of be affected by such assignment, sublease or other event specified above for the duration specified by Tenant shallin its notice, within fifteen (15) days after the execution and delivery in which event Tenant will be relieved of any all obligations hereunder as to such assignmentspace during such suspension, deliver to Landlord (i) including a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all suspension of the terms and provisions of this Lease on rent hereunder in proportion to the part portion of the Tenant to be observed and performed from and Leased Premises affected thereby (but after said suspension, if the date of such assignment, and, in suspension is not for the case of a subleasefull term hereof, Tenant shall, within fifteen (15) days after shall once again become liable hereunder as to the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18applicable space).

Assignment Subleasing. (aWith the exception of a tenant that would render the Leased Premises or a portion thereof a "tax-exempt use property" within the meaning of Section 168(h) Tenant is currently in occupancy and is operating its business at of the Premises. Code, Tenant may not assign its interest in this Lease and may sublet or sublease any portion(s) of grant licenses to the Leased Premises in whole or in part, from time to time, without the prior written consent of Landlord, provided that, in the case of an assignment (whether or not Tenant is released in connection therewith pursuant to subparagraph (b) below), Lease Guarantor reaffirms its obligations under the Lease Guaranty after giving effect to such assignment. Tenant shall have no rights to mortgage or otherwise hypothecate its leasehold interest under this Lease. With respect to any sublease to an entity that is not an Affiliate of Tenant and which consent relates to at least 10% of the usable square feet of the Leased Premises, Tenant shall provide Landlord with a written summary of the material terms of such sublease prior to the commencement date thereof. For purposes of this Paragraph 17(a), the term "assignment" and "assign" shall not be unreasonably withheld or delayed. No sublease under, or assignment or other transfer of, this Lease shall relieve Tenant of its obligations hereunder, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and include any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance sale of the obligations stock of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged, released or impaired by any provided that (i) agreement which modifies any of the rights or Lease Guarantor reaffirms its obligations of under the parties under this Lease, Lease Guaranty after giving effect to such sale and (ii) stipulation which extends the time within which such sale does not result in an obligation under this Lease is to be performed, (iii) waiver Event of Default. Each sublease or license of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Leased Premises or any part thereof shall be subject and subordinate to the provisions of this Lease, and the term of each such sublease shall terminate on or before the Expiration Date. No assignment or sublease shall affect or reduce any of the obligations of Tenant hereunder, and all such obligations shall continue in full force and effect as obligations of a principal and not as obligations of a guarantor, as if no assignment or sublease had been made, provided that if Tenant assigns its interest hereunder to any entity that has acquired all, or substantially all, of Tenant's assets, Tenant shall be relieved of all of its obligations under this Lease from and after the effective date of such assignment so long as (i) the assignee has executed the agreement referred to below in this paragraph and (ii) such sale or transfer of assets by Tenant does not result in an Event of Default. Notwithstanding any assignment or subletting, but subject to the foregoing sentence, Tenant shall continue to remain primarily liable and responsible for the payment of the Basic Rent and Additional Rent and the performance of all its other obligations under this Lease. No assignment or sublease shall impose any obligations on Landlord, except as otherwise provided in this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery assignment of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of such assignmentLease, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the Tenant and its assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment, and, in . In the case of a subleasesublease which relates to more than 10% of the usable square feet of the Leased Premises, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease; with respect to each other sublease, Tenant shall provide a copy thereof to Landlord promptly after Landlord's request therefor. (c) Upon the occurrence and during the continuance of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease or license of any of the Leased Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide , provided, however, that upon notice from Landlord and Lender of an if such Event of DefaultDefault is subsequently cured and this Lease has not been terminated, Landlord shall pay to Tenant all rent due under amounts it received pursuant to such sublease shall be paid as so directed. In no event shall Landlord or Lender assignment that have not been applied to the right to direct the payment obligations of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18.

Assignment Subleasing. (a) Tenant is currently in occupancy and is operating its business at the Leased Premises. Provided that no Event of Default shall have occurred and be continuing, Tenant may sublet the Leased Premises in whole or in part without the consent of Landlord. Except as expressly permitted below, Tenant shall not assign its interest in this Lease or sublease any portion(s) of the Premises without the prior written consent of LandlordLandlord and Lender. The assignment of this Lease by Tenant named herein (the "Original Tenant") to the parent, which consent a wholly owned subsidiary or an affiliate of Tenant shall not be unreasonably withheld require the consent of Landlord and Lender. An "affiliate" of Tenant shall mean any corporation, partnership or delayedother business entity which controls or is controlled by, or is under common control with Tenant. The word "control" (including "controlled by", "under common control with" and "controlling") as used with respect to any corporation, partnership or other business entity, shall mean the possession of the power to direct or cause the direction of the management and policies of such corporation, partnership or other business entity, whether through the ownership of voting securities or contract. No sublease under, or assignment or other transfer of, of this Lease shall relieve Tenant of its obligations hereunder, which shall continue jointly and severally with any such assignee as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance of the obligations of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights or obligations of the parties under this Lease, (ii) stipulation which extends the time within which an obligation under this Lease is to be performed, (iii) waiver of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of such assignment, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment, and, in the case of a sublease, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18.

Assignment Subleasing. (a) 14.1 Tenant is currently in occupancy and is operating its business at the Premises. Tenant may not assign its interest in shall not, voluntarily, by operation of law, or otherwise, assign, transfer, mortgage, pledge or encumber this Lease or sublease the Leased Premises or any portion(s) of part thereof, or grant a right to any person other than Tenant, its employees, agents, servants and invitees to occupy or use the Leased Premises or any portion thereof, without the express prior written consent of Landlord, which . Any attempt to do any of the foregoing without such written consent shall not be unreasonably withheld null and void and of no affect, and shall further constitute a material default under this Lease. If Tenant so requests Landlord's consent, said request shall be in writing specifying the duration of said desired sublease or delayed. No sublease underassignment, or the date same is to occur, the exact location of the space affected thereby and the proposed rentals on a square foot basis chargeable thereunder, and shall be submitted to Landlord at least sixty (60) days in 11 advance of the date on which Tenant desires to make such assignment or other transfer ofsublease or allow such occupancy or use. Upon such request, this Lease shall relieve Tenant of Landlord may, in its obligations hereundersole discretion, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance of the obligations of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights deny such consent, or obligations of the parties under this Lease, (ii) stipulation which extends grant such consent subject to Landlord's approval of the time within which an obligation under this Lease is to be performedassignee, transferee, subtenant or mortgagee, or (iii) waiver of the performance of an obligation required under elect to terminate this Lease, or (iv) failure to enforce any of the obligations set forth in suspend this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate Lease as to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior space to the execution and delivery of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of be affected by such assignment, sublease or other event specified above for the duration specified by Tenant shallin its notice, within fifteen (15) days after the execution and delivery in which event Tenant will be relieved of any all obligations hereunder as to such assignmentspace during such suspension, deliver to Landlord (i) including a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all suspension of the terms and provisions of this Lease on rent hereunder in proportion to the part portion of the Tenant to be observed and performed from and Leased Premises affected thereby (but after said suspension, if the date of such assignment, and, in suspension is not for the case of a subleasefull term hereof, Tenant shall, within fifteen (15) days after shall once again become liable hereunder as to the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18applicable space).

Assignment Subleasing. (a) Tenant is currently in occupancy and is operating its business at the Premises. Tenant may shall not assign its interest in this Lease or sublease sublet the whole or any portion(s) part of the Leased Premises without the Landlord's prior written consent of Landlordconsent, which consent shall not be unreasonably withheld or delayed. No ; it being agreed, however, that Landlord will give its consent to any sublease under, or assignment of all or any portion of the Leased Premises to an affiliate (i.e., an entity in common ownership with Tenant or wholly owned by Tenant or wholly owning Tenant) of Tenant for the Permitted Use provided such affiliate of Tenant is not a competitor of Landlord or any affiliate of Landlord. Notwithstanding such consent, Tenant shall remain liable to Landlord for the payment of all Base Rent, Additional Rent, any other transfer of, this Lease shall relieve Tenant of its obligations charges due hereunder, which shall continue as and for the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due full performance of the obligations covenants and conditions of this Lease on TenantLease. Landlord's part consent to any such transfer, assignment or sublease will not be performed deemed a consent to any subsequent transfer, assignment or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any sublease. In the event of a default under the rights or obligations terms of the parties under this Lease, (ii) stipulation which extends if the time within which an obligation under this Lease is to be performed, (iii) waiver of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Leased Premises or any part thereof are then assigned or sublet, Landlord, in addition to any other remedies herein provided or provided by law, may at its option collect directly from assignee or subtenant all rents becoming due to Tenant under such assignment or sublease and apply such rent against any sums due it by Tenant hereunder, and no such collection shall be subject and subordinate construed to constitute a novation or a release of Tenant from the provisions further performance of its obligations hereunder. For purposes of this Lease. Tenant agrees that in the case of an , (a) any assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery transfer or conveyance of any such assignment as described in this Paragraph 17(b), give notice sort of such assignment 25% or more of the stock or other beneficial ownership of Tenant and (b) any merger or consolidation of Tenant with any other entity shall constitute an "assignment" which is subject to Landlord. Tenant further agrees that in the case of such assignment, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment, and, in the case of a sublease, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default 's prior reasonable consent under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18Section 12.

Assignment Subleasing. (a) Tenant is currently in occupancy and is operating its business at the Premises. Tenant may shall not assign its interest in this Lease Lease, or sublease sublet the whole or any portion(s) part of the Premises demised premises, without the Landlord's prior written consent of Landlordconsent, which consent shall not be unreasonably withheld or delayed. No sublease underNotwithstanding any permitted assignment, or assignment or subletting, Tenant shall remain fully and primarily liable to Landlord for the payment of all rent and all other transfer ofcharges, and for the full performance of the covenants and conditions of this Lease shall relieve Tenant of its obligations hereunderLease, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and notwithstanding any immediate and remote successor in interest of Tenant recognition (by assignment acceptance of rent or otherwise), and the due performance of the obligations of this Lease on Tenant's part or indulgence or waiver at any time granted by Landlord to be performed Tenant or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights or obligations of the parties under this Lease, (ii) stipulation which extends the time within which an obligation under this Lease is to be performed, (iii) waiver of the performance of an obligation required under this Leaseassignee, or (iv) failure to enforce any of the obligations set forth in this Leasesublease; and Tenant, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shallshall be deemed to have waived all defenses otherwise available to Tenant, not less than ten (10) days prior as guarantor or surety. As an alternative to the execution and delivery of consenting to any such assignment as described in this Paragraph 17(b)proposed sublease, give notice of such assignment to Landlord. Tenant further agrees that in the case of such or assignment, Tenant shallLandlord may elect, by notice to Tenant, within fifteen (15) days after receipt of notice from Tenant, accompanied by a copy of the execution and delivery of any such proposed sublease, or assignment, deliver and a copy of the most recent financial statement for the proposed assignee, or sublease, to Landlord (i) terminate this Lease for the period of the proposed sublease, if a duplicate original sublease; or for the period of such assignment in recordable form this Lease, of an assignment; and (ii) an agreement executed and acknowledged by make a direct lease with the assignee in recordable form wherein proposed assignee, or sublease, for Landlord's own account, but only as to the assignee shall agree premises which Tenant proposed to assume and agree to observe and perform sublet, if Tenant proposed a sublease of less than all of the terms and provisions of demised premises. In this Lease on the part of the event, Tenant to be observed and performed from and shall have no obligation for rent or other charges which accrue after the date of such assignment, and, in the case termination of a sublease, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord and thereupon, Tenant shall have the right be released from such obligations, but shall continue to collect and enjoy all rents be liable for rent and other sums of money payable under any sublease of any obligations which accrue prior to termination, pro rated as of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence date of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18termination.

Assignment Subleasing. (a) Tenant (or Tenant's wholly-owned subsidiary or an entity controlled by or in common control with Tenant) is currently in occupancy and is operating its business at the Leased Premises. Tenant may not assign its interest in this Lease or sublease any portion(s) of the Leased Premises without the prior written consent of Landlord; provided, which however, that Tenant must obtain Stanford's consent pursuant to the Ground Lease. In the event of an assignment or sublease to an entity not affiliated with the Tenant involving greater than thirty-three percent (33%) of the Leased Premises, Tenant shall not be unreasonably withheld give Notice to Landlord of such assignment or delayedsublease by providing an executed copy of each such assignment or sublease, as the case may be. No sublease under, or assignment or other transfer of, of this Lease shall relieve Tenant of its obligations hereunder, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance of the obligations of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights or obligations of the parties under this Lease, (ii) stipulation which extends the time within which an obligation under this Lease is to be performed, (iii) waiver of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Leased Premises or any part thereof shall be subject and subordinate to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery of any such assignment as described in this Paragraph Section 17(b), give notice of such assignment to LandlordLandlord and Lender. Tenant further agrees that in the case of such assignment, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord and Lender (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the applicable terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment, and, in the case of a sublease, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord and Lender a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Leased Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default, taking into account any applicable cure periods. (d) Any sublease shall provide that upon notice from Landlord and and/or Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In the event Landlord and/or Lender give such notice under such sublease and Tenant is not then in default under this Lease, then Tenant shall have the right to withhold rent payments due under this Lease in amounts totaling the amount of rent actually paid under such sublease as such was directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18.

Assignment Subleasing. (a) Tenant (or Tenant's wholly-owned subsidiary or an entity controlled by or in common control with Tenant) is currently in occupancy and is operating its business at the Leased Premises. Tenant may not assign its interest in this Lease or sublease any portion(s) of the Leased Premises without the prior written consent of Landlord. In the event of an assignment or sublease to an entity not affiliated with the Tenant involving greater than thirty-three percent (33%) of the Leased Premises, which consent Tenant shall not be unreasonably withheld give Notice to Landlord of such assignment or delayedsublease by providing an executed copy of each such assignment or sublease, as the case may be. No sublease under, or assignment or other transfer of, of this Lease shall relieve Tenant of its obligations hereunder, which shall continue as the obligations of a principal and not as the obligations of a surety or a guarantor. The joint and several liability of Tenant named herein and any immediate and remote successor in interest of Tenant (by assignment or otherwise), and the due performance of the obligations of this Lease on Tenant's part to be performed or observed, shall not in any way be discharged, released or impaired by any (i) agreement which modifies any of the rights or obligations of the parties under this Lease, (ii) stipulation which extends the time within which an obligation under this Lease is to be performed, (iii) waiver of the performance of an obligation required under this Lease, or (iv) failure to enforce any of the obligations set forth in this Lease, unless in each case, the same has been consented to by Landlord and Lender. (b) Each sublease of the Premises or any part thereof shall be subject and subordinate to the provisions of this Lease. Tenant agrees that in the case of an assignment, Tenant shall, not less than ten (10) days prior to the execution and delivery of any such assignment as described in this Paragraph 17(b), give notice of such assignment to Landlord. Tenant further agrees that in the case of such assignment, Tenant shall, within fifteen (15) days after the execution and delivery of any such assignment, deliver to Landlord (i) a duplicate original of such assignment in recordable form and (ii) an agreement executed and acknowledged by the assignee in recordable form wherein the assignee shall agree to assume and agree to observe and perform all of the terms and provisions of this Lease on the part of the Tenant to be observed and performed from and after the date of such assignment, and, in the case of a sublease, Tenant shall, within fifteen (15) days after the execution and delivery of such sublease, deliver to Landlord a duplicate original of such sublease. (c) Upon the occurrence of an Event of Default under this Lease, Landlord shall have the right to collect and enjoy all rents and other sums of money payable under any sublease of any of the Premises, and Tenant hereby irrevocably and unconditionally assigns all rights under any such sublease including rents and money to Landlord, which assignment may be exercised upon and after (but not before) the occurrence of an Event of Default. (d) Any sublease shall provide that upon notice from Landlord and Lender of an Event of Default, all rent due under such sublease shall be paid as so directed. In no event shall Landlord or Lender have the right to direct the payment of sublease rents to any party other than Tenant except in an aggregate amount equal to or less than the aggregate amounts due hereunder. 18.