Assignment Subletting and Mortgages. SECTION 10.1. Subject to the provisions of this Lease that apply thereto, Tenant shall have the absolute right, at any time when no Event of Default shall have occurred and remain uncured, upon prior written notice to Landlord, to sublet, assign or otherwise transfer all or any part of its interest in the Premises or the Lease, without Landlord's approval, written or otherwise, so long as Tenant's assignee's or sublessee's use of the Premises or part thereof is in all respects subject to, and complies with and conforms to, the provisions of this Lease and the CC&R's and all applicable laws, rules, statutes, codes, ordinances and regulations. SECTION 10.2. In the event Tenant duly assigns this Lease, in conformity with all of the applicable provisions of this Lease, to an assignee who has assumed all of Tenant's obligations under the Lease pursuant to a written assumption agreement satisfactory in all respects to Landlord and all Secured Lenders, then, if Tenant's assignee (or a guarantor who executes and delivers to Landlord a written agreement guaranteeing the payment and performance of all obligations of such assignee under or concerning this Lease, which written guaranty agreement is substantially identical to the Guaranty executed by Guarantor and delivered to Tenant substantially simultaneously with the execution of this Lease or is otherwise satisfactory in form and substance to Landlord and all Secured Lenders, respectively, in their sole, absolute and arbitrary discretion) then has a Credit Rating equal to or better than A1 from Xxxxx'x and AA minus from Standard & Poor's, and if Tenant pays Landlord a sum equal to 1% of the principal balance of all then-outstanding Secured Loans (to the extent that such amount is charged by, or paid or payable to, Secured Lenders holding such Secured Loans, for, on account of, or as a consequence of such assignment or such release), Tenant and Guarantor shall be freed and released from all of their respective agreements, covenants, and obligations under this Lease and the Guaranty,
Appears in 1 contract
Samples: Lease Agreement (Coach Inc)
Assignment Subletting and Mortgages. SECTION 10.1. Subject to the provisions of this Lease Lessee expressly covenants that apply theretoLessee shall not voluntarily or involuntarily assign, Tenant shall have the absolute rightencumber, at any time when no Event of Default shall have occurred and remain uncured, upon prior written notice to Landlord, to sublet, assign mortgage or otherwise transfer this Lease, or sublet the Demised Premises or any part thereof, or suffer or permit the Demised Premises or any part thereof to be used or occupied by others, by operation of law or otherwise, without the prior written consent of Lessor in each instance which consent shall not be unreasonably withheld. Absent such consent, any act or instrument purporting to do any of the foregoing shall be null and void. If this Lease is assigned, whether or not in violation of the terms of this Article 29, Lessor may collect Rent from the assignee. If the Demised Premises or any part thereof are sublet or occupied by anybody other than Lessee, Lessor, after any default by Lessee, may collect rent from the subtenant or occupant, and apply the net amount collected to the Rent due hereunder. Such collection of rent by Lessor shall not be deemed a waiver of the provisions hereof, the acceptance of the assignee, subtenant or occupant as a tenant, or a release of Lessee from the further observance and performance by Lessee of the terms, covenants and conditions of this Lease. The consent by Lessor to an assignment, encumbrance, transfer or subletting shall not in any way be deemed consent to any further assignment, encumbrance, transfer or subletting. In no event shall any permitted sublessee assign or encumber its sublease or further sublet all or any part portion of its interest in sublet space, or otherwise suffer or permit the Premises sublet space or the Leaseany part thereof to be used or occupied by others, without Landlord's approvalthe prior written consent of Lessor in each instance, written and each permitted sublease shall so provide in its terms. If Lessee requests Lessor’s consent to a specific assignment or otherwisesubletting, so long as Tenant's assignee's Lessee shall first submit to Lessor in writing: the name and address of the proposed assignee or sublessee's ; a counterpart of the proposed agreement of assignment or sublease and all other instruments or agreements pertaining thereto; such information as to the nature and character of the business of the proposed assignee or sublessee and as to the nature of its proposed use of the Premises space, as Lessor reasonably may request; banking, financial or part thereof is other credit information relating to the proposed assignee or sublessee sufficient to enable Lessor to determine the financial responsibility and character of the proposed assignee or sublessee; and a statement of all sums or other consideration paid or to be paid to Lessee by or for the account of the assignee or sublessee for or in all respects connection with such assignment or sublease, including without limitation sums paid or to be paid for the sale or rental of Lessee’s fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property. Any such consent of Lessor shall be subject to, and complies with and conforms to, to the provisions terms of this Lease and conditional upon there being no default by Lessee, beyond any grace period, under any term, covenant or condition of this Lease at the CC&R's time that Lessor’s consent is requested and on the date of the commencement of the term of any such proposed sublease or the effective date of any such proposed assignment. Upon receiving Lessor’s written consent, a duly executed copy of the sublease or assignment shall be delivered to Lessor within thirty days after execution thereof. Any such sublease shall provide that the sublessee shall comply with all applicable lawsterms, rules, statutes, codes, ordinances covenants and regulations.
SECTION 10.2conditions of this Lease to be observed or performed by Lessee hereunder. In Any such assignment shall contain an assumption by the event Tenant duly assigns this Lease, in conformity with assignee of all of the applicable provisions terms, covenants and conditions of this Lease, Lease to an assignee who has assumed all be observed or performed by Lessee. The transfer of Tenant's obligations under a majority of the Lease pursuant to a written assumption agreement satisfactory in all respects to Landlord issued and all Secured Lenders, then, if Tenant's assignee (outstanding capital stock of any corporate tenant or a guarantor who executes and delivers to Landlord a written agreement guaranteeing the payment and performance of all obligations of such assignee under or concerning this Lease, which written guaranty agreement is substantially identical to the Guaranty executed by Guarantor and delivered to Tenant substantially simultaneously with the execution subtenant of this Lease or is otherwise satisfactory of a majority of the total interest in form and substance to Landlord and all Secured Lendersany partnership tenant or subtenant, respectively, in their sole, absolute and arbitrary discretion) then has a Credit Rating equal to or better than A1 from Xxxxx'x and AA minus from Standard & Poor'showever accomplished, and if Tenant pays Landlord whether in a sum equal to 1% single transaction or in a series of related or unrelated transactions, shall be deemed an assignment of this Lease or of such sublease. The transfer of outstanding capital stock of any corporate tenant or subtenant, for purposes of this Article 29, shall not include a sale of such stock by persons other than those deemed “insiders” within the meaning of the principal balance Securities Exchange Act of all then-outstanding Secured Loans (to 1934 as amended, effected through any “over the extent that such amount is charged by, counter” market or paid or payable to, Secured Lenders holding such Secured Loans, for, on account of, or as a consequence of such assignment or such release), Tenant and Guarantor shall be freed and released from all of their respective agreements, covenants, and obligations under this Lease and the Guaranty,recognized stock exchange.
Appears in 1 contract
Assignment Subletting and Mortgages. SECTION 10.1. Subject to the provisions of this Lease Lessee expressly covenants that apply theretoLessee shall not voluntarily or involuntarily assign, Tenant shall have the absolute rightencumber, at any time when no Event of Default shall have occurred and remain uncured, upon prior written notice to Landlord, to sublet, assign mortgage or otherwise transfer this Lease, or sublet the Demised Premises or any part thereof, or suffer or permit the Demised Premises or any part thereof to be used or occupied by others (other than to an affiliate of the Lessee and to a residential sub-tenant of 0 Xxxxx Xxxxxx), by operation of law or otherwise, without the prior written consent of Lessor in each instance which consent shall not be unreasonably withheld. Absent such consent, any act or instrument purporting to do any of the foregoing shall be null and void. If this Lease is assigned, whether or not in violation of the terms of this Article 29, Lessor may collect Rent from the assignee. If the Demised Premises or any part thereof are sublet or occupied by anybody other than Lessee, Lessor, after any default by Lessee, may collect rent from the subtenant or occupant, and apply the net amount collected to the Rent due hereunder. Such collection of rent by Lessor shall not be deemed a waiver of the provisions hereof, the acceptance of the assignee, subtenant or occupant as a tenant, or a release of Lessee from the further observance and performance by Lessee of the terms, covenants and conditions of this Lease. The consent by Lessor to an assignment, encumbrance, transfer or subletting shall not in any way be deemed consent to any further assignment, encumbrance, transfer or subletting. In no event shall any permitted sublessee assign or encumber its sublease or further sublet all or any part portion of its interest in sublet space, or otherwise suffer or permit the Premises sublet space or the Leaseany part thereof to be used or occupied by others, without Landlord's approvalthe prior written consent of Lessor in each instance, written and each permitted sublease shall so provide in its terms. If Lessee requests Lessor’s consent to a specific assignment or otherwisesubletting, so long as Tenant's assignee's Lessee shall first submit to Lessor in writing: the name and address of the proposed assignee or sublessee's ; a counterpart of the proposed agreement of assignment or sublease and all other instruments or agreements pertaining thereto; such information as to the nature and character of the business of the proposed assignee or sublessee and as to the nature of its proposed use of the Premises space, as Lessor reasonably may request; banking, financial or part thereof is other credit information relating to the proposed assignee or sublessee sufficient to enable Lessor to determine the financial responsibility and character of the proposed assignee or sublessee; and a statement of all sums or other consideration paid or to be paid to Lessee by or for the account of the assignee or sublessee for or in all respects connection with such assignment or sublease, including without limitation sums paid or to be paid for the sale or rental of Lessee’s fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property. Any such consent of Lessor shall be subject to, and complies with and conforms to, to the provisions terms of this Lease and conditional upon there being no default by Lessee, beyond any grace period, under any term, covenant or condition of this Lease at the CC&R's time that Lessor’s consent is requested and on the date of the commencement of the term of any such proposed sublease or the effective date of any such proposed assignment. Upon receiving Lessor’s written consent, a duly executed copy of the sublease or assignment shall be delivered to Lessor within thirty days after execution thereof. Any such sublease shall provide that the sublessee shall comply with all applicable lawsterms, rules, statutes, codes, ordinances covenants and regulations.
SECTION 10.2conditions of this Lease to be observed or performed by Lessee hereunder. In Any such assignment shall contain an assumption by the event Tenant duly assigns this Lease, in conformity with assignee of all of the applicable provisions terms, covenants and conditions of this Lease, Lease to an assignee who has assumed all be observed or performed by Lessee. The transfer of Tenant's obligations under a majority of the Lease pursuant to a written assumption agreement satisfactory in all respects to Landlord issued and all Secured Lenders, then, if Tenant's assignee (outstanding capital stock of any corporate tenant or a guarantor who executes and delivers to Landlord a written agreement guaranteeing the payment and performance of all obligations of such assignee under or concerning this Lease, which written guaranty agreement is substantially identical to the Guaranty executed by Guarantor and delivered to Tenant substantially simultaneously with the execution subtenant of this Lease or is otherwise satisfactory of a majority of the total interest in form and substance to Landlord and all Secured Lendersany partnership tenant or subtenant, respectively, in their sole, absolute and arbitrary discretion) then has a Credit Rating equal to or better than A1 from Xxxxx'x and AA minus from Standard & Poor'showever accomplished, and if Tenant pays Landlord whether in a sum equal to 1% single transaction or in a series of related or unrelated transactions, shall be deemed an assignment of this Lease or of such sublease. The transfer of outstanding capital stock of any corporate tenant or subtenant, for purposes of this Article 29, shall not include a sale of such stock by persons other than those deemed “insiders” within the meaning of the principal balance Securities Exchange Act of all then-outstanding Secured Loans (to 1934 as amended, effected through any “over the extent that such amount is charged by, counter” market or paid or payable to, Secured Lenders holding such Secured Loans, for, on account of, or as a consequence of such assignment or such release), Tenant and Guarantor shall be freed and released from all of their respective agreements, covenants, and obligations under this Lease and the Guaranty,recognized stock exchange.
Appears in 1 contract
Assignment Subletting and Mortgages. SECTION 10.1. Subject to the provisions of this Lease Lessee expressly covenants that apply theretoLessee shall not voluntarily or involuntarily assign, Tenant shall have the absolute rightencumber, at any time when no Event of Default shall have occurred and remain uncured, upon prior written notice to Landlord, to sublet, assign mortgage or otherwise transfer this Lease, or sublet the Demised Premises or any part thereof, or suffer or permit the Demised Premises or any part thereof to be used or occupied by others, by operation of law or otherwise, without the prior written consent of Lessor in each instance. Absent such consent, any act or instrument purporting to do any of the foregoing shall be null and void. If this Lease is assigned, whether or not in violation of the terms of this Article 27, Lessor may collect Rent from the assignee. If the Demised Premises or any part thereof are sublet or occupied by anybody other than Lessee, Lessor, after any default by Lessee, may collect rent from the subtenant or occupant, and apply the net amount collected tot he Rent due hereunder. Such collection of rent by Lessor shall not be deemed a waiver of the provisions hereof, the acceptance of the assignee, subtenant or occupant as a tenant, or a release of Lessee from the further observance and performance by Lessee of the terms, covenants and conditions of this Lease. The consent by Lessor to an assignment, encumbrance, transfer or subletting shall not in any way be deemed consent to any further assignment, encumbrance, transfer or subletting. In no event shall any permitted sublessee assign or encumber its sublease or further sublet all or any part portion of its interest in sublet space, or otherwise suffer or permit the Premises sublet space or the Leaseany part thereof to be used or occupied by others, without Landlordthe prior written consent of Lessor in each instance, and each permitted sublease shall so provide in its terms. If lessee requests Lessor's approvalconsent to a specific assignment or subletting, written or otherwise, so long as Tenant's assignee's Lessee shall first submit to Lessor in writing: the name and address of the proposed assignee or sublessee's ; a counterpart of the proposed agreement of assignment or sublease and all other instruments or agreements pertaining thereto; such information as to the nature and character of the business of the proposed assignee or sublessee and as to the nature of its proposed use of the Premises space, as Lessor reasonably may request; banking, financial or part thereof is other credit information relating to the proposed assignee or sublessee sufficient to enable Lessor to determine the financial responsibility and character of the proposed assignee or sublessee; and a statement of all sums or other consideration paid or to be paid to Lessee by or for the account of the assignee or sublessee for or in all respects connection with such assignment or sublease, including without limitation sums paid or to be paid for the sale or rental of Lessee's fixtures, leasehold improvements, equipment, furniture or other personal property. Any such consent of Lessor shall be subject to, and complies with and conforms to, to the provisions terms of this Lease and conditional upon there being no default by Lessee, beyond any grace period, under any term, covenant or condition of this Lease at the CC&Rtime that Lessor's consent is requested and on the date of the commencement of the term of any such proposed sublease or the effective date of any such proposed assignment. Upon receiving lessor's written consent, a duly executed copy of the sublease or assignment shall be delivered to Lessor within thirty days after execution thereof. Any such sublease shall provide that the sublessee shall comply with all applicable lawsterms, rules, statutes, codes, ordinances covenants and regulations.
SECTION 10.2conditions of this Lease to be observed or performed by Lessee hereunder. In Any such assignment shall contain an assumption by the event Tenant duly assigns this Lease, in conformity with assignee of all of the applicable provisions terms, covenants and conditions of this Lease, Lease to an assignee who has assumed all be observed or performed by Lessee. The transfer of Tenant's obligations under a majority of the Lease pursuant to a written assumption agreement satisfactory in all respects to Landlord issued and all Secured Lenders, then, if Tenant's assignee (outstanding capital stock of any corporate tenant or a guarantor who executes and delivers to Landlord a written agreement guaranteeing the payment and performance of all obligations of such assignee under or concerning this Lease, which written guaranty agreement is substantially identical to the Guaranty executed by Guarantor and delivered to Tenant substantially simultaneously with the execution subtenant of this Lease or is otherwise satisfactory of a majority of the total interest in form and substance to Landlord and all Secured Lendersany partnership tenant or subtenant, respectively, in their sole, absolute and arbitrary discretion) then has a Credit Rating equal to or better than A1 from Xxxxx'x and AA minus from Standard & Poor'showever accomplished, and if Tenant pays Landlord whether in a sum equal to 1% single transaction or in a series of related or unrelated transactions, shall be deemed an assignment of this Lease or of such sublease. The transfer of outstanding capital stock of any corporate tenant or subtenant, for purpose of this Article 27, shall not include a sale of such stock by persons other than those deemed "insiders" within the meaning of the principal balance Securities Exchange Act of all then-outstanding Secured Loans (to 1934 as amended, effected through any "over the extent that such amount is charged by, counter" market or paid or payable to, Secured Lenders holding such Secured Loans, for, on account of, or as a consequence of such assignment or such release), Tenant and Guarantor shall be freed and released from all of their respective agreements, covenants, and obligations under this Lease and the Guaranty,recognized exchange.
Appears in 1 contract
Assignment Subletting and Mortgages. SECTION 10.1. Subject to the provisions of this Lease Lessee expressly covenants that apply theretoLessee shall not voluntarily or involuntarily assign, Tenant shall have the absolute rightencumber, at any time when no Event of Default shall have occurred and remain uncured, upon prior written notice to Landlord, to sublet, assign mortgage or otherwise transfer this Lease, or sublet the Demised Premises or any part thereof, or suffer or permit the Demised Premises or any part thereof to be used or occupied by others, by operation of law or otherwise, without the prior written consent of Lessor in each instance. Absent such consent, any act or instrument purporting to do any of the foregoing shall be null and void. If this Lease is assigned, whether or not in violation of the terms of this Article 29, Lessor may collect Rent from the assignee. If the Demised Premises or any part thereof are sublet or occupied by anybody other than Lessee, Lessor, after any default by Lessee, may collect rent from the subtenant or occupant, and apply the net amount collected to the Rent due hereunder. Such collection of rent by Lessor shall not be deemed a waiver of the provisions hereof, the acceptance of the assignee, subtenant or occupant as a tenant, or a release of Lessee from the further observance and performance by Lessee of the terms, covenants and conditions of this Lease. The consent by Lessor to an assignment, encumbrance, transfer or subletting shall not in any way be deemed consent to any further assignment, encumbrance, transfer or subletting. In no event shall any permitted sublessee assign or encumber its sublease or further sublet all or any part portion of its interest in sublet space, or otherwise suffer or permit the Premises sublet space or the Leaseany part thereof to be used or occupied by others, without Landlordthe prior written consent of Lessor in each instance, and each permitted sublease shall so provide in its terms. If Lessee requests Lessor's approvalconsent to a specific assignment or subletting, written or otherwise, so long as Tenant's assignee's Lessee shall first submit to Lessor in writing: the name and address of the proposed assignee or sublessee's ; a coun terpart of the proposed agreement of assignment or sublease and all other instruments or agreements pertaining thereto; such information as to the nature and character of the business of the proposed assignee or sublessee and as to the nature of its proposed use of the Premises space, as Lessor reasonably may request; banking, financial or part thereof is other credit information relating to the proposed assignee or sublessee sufficient to enable Lessor to determine the financial responsibility and character of the proposed assignee or sublessee; and a statement of all sums or other consideration paid or to be paid to Lessee by or for the account of the assignee or sublessee for or in all respects connection with such assignment or sublease, including without limitation sums paid or to be paid for the sale or rental of Lessee's fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property. Any such consent of Lessor shall be subject to, and complies with and conforms to, to the provisions terms of this Lease and conditional upon there being no default by Lessee, beyond any grace period, under any term, covenant or condition of this Lease at the CC&Rtime that Lessor's consent is requested and on the date of the commencement of the term of any such proposed sublease or the effective date of any such proposed assignment. Upon receiving Lessor's written consent, a duly executed copy of the sublease or assignment shall be delivered to Lessor within thirty days after execution thereof. Any such sublease shall provide that the sublessee shall comply with all applicable lawsterms, rules, statutes, codes, ordinances covenants and regulations.
SECTION 10.2conditions of this Lease to be observed or performed by Lessee hereunder. In Any such assignment shall contain an assumption by the event Tenant duly assigns this Lease, in conformity with assignee of all of the applicable provisions terms, covenants and conditions of this Lease, Lease to an assignee who has assumed all be observed or performed by Lessee. The transfer of Tenant's obligations under a majority of the Lease pursuant to a written assumption agreement satisfactory in all respects to Landlord issued and all Secured Lenders, then, if Tenant's assignee (outstanding capital stock of any corporate tenant or a guarantor who executes and delivers to Landlord a written agreement guaranteeing the payment and performance of all obligations of such assignee under or concerning this Lease, which written guaranty agreement is substantially identical to the Guaranty executed by Guarantor and delivered to Tenant substantially simultaneously with the execution subtenant of this Lease or is otherwise satisfactory of a majority of the total interest in form and substance to Landlord and all Secured Lendersany partnership tenant or subtenant, respectively, in their sole, absolute and arbitrary discretion) then has a Credit Rating equal to or better than A1 from Xxxxx'x and AA minus from Standard & Poor'showever accomplished, and if Tenant pays Landlord whether in a sum equal to 1% single transaction or in a series of related or unrelated transactions, shall be deemed an assignment of this Lease or of such sublease. The transfer of outstanding capital stock of any corporate tenant or subtenant, for purposes of this Article 29, shall not include a sale of such stock by persons other than those deemed "insiders" within the meaning of the principal balance Securities Exchange Act of all then-outstanding Secured Loans (to 1934 as amended, effected through any "over the extent that such amount is charged by, counter" market or paid or payable to, Secured Lenders holding such Secured Loans, for, on account of, or as a consequence of such assignment or such release), Tenant and Guarantor shall be freed and released from all of their respective agreements, covenants, and obligations under this Lease and the Guaranty,recognized stock exchange.
Appears in 1 contract
Samples: Sub Lease (4networld Com Inc)
Assignment Subletting and Mortgages. SECTION 10.1. Subject to the provisions of this Lease that apply thereto, Tenant shall have the absolute right, at any time when no Event of Default shall have occurred and remain uncured, upon prior written notice to Landlord, to sublet, assign or otherwise transfer all or any part of its interest in the Premises or the Lease, without Landlord's approval, written or otherwise, so long as Tenant's assignee's or sublessee's use of the Premises or part thereof is in all respects subject to, and complies with and conforms to, the provisions of this Lease and the CC&R's and all applicable laws, rules, statutes, codes, ordinances and regulations.
SECTION 10.2. In the event Tenant duly assigns this Lease, in conformity with all of the applicable provisions of this Lease, to an assignee who has assumed all of Tenant's obligations under the Lease pursuant to a written assumption agreement satisfactory in all respects to Landlord and all Secured Lenders, then, if Tenant's assignee (or a guarantor who executes and delivers to Landlord a written agreement guaranteeing the payment and performance of all obligations of such assignee under or concerning this Lease, which written guaranty agreement is substantially identical to the Guaranty executed by Guarantor (those two capitalized terms having the same respective meanings for all purposes of this Lease as the respective meanings given to them in the Original Lease) and delivered to Tenant Landlord substantially simultaneously with and in connection with the execution of this the Original Lease or is otherwise satisfactory in form and substance to Landlord and all Secured Lenders, respectively, in their sole, absolute and arbitrary discretion) then has a Credit Rating equal to or better than A1 from Xxxxx'x and AA minus from Standard & Poor's, and if Tenant pays Landlord a sum equal to 1% of the principal balance of all then-outstanding Secured Loans (to the extent that such amount is charged by, or paid or payable to, Secured Lenders holding such Secured Loans, for, on account of, or as a consequence of such assignment or such release), Tenant and Guarantor shall be freed and released from all of their respective its agreements, covenants, and obligations under this Lease. Otherwise, Tenant shall remain primarily liable hereunder and with respect to this Lease. Tenant shall in all events remain primarily liable under this Lease after, and notwithstanding, any Subleases (defined hereinafter).
SECTION 10.3. If Tenant's entire interest under this Lease is duly assigned and Landlord is given notice thereof, Landlord shall accept Rental from the assignee and, if an Event of Default has occurred and is continuing, may (in its discretion) collect and enforce Rental directly from the assignee. If the Premises or any part thereof are sublet, used or occupied by any Person other than Tenant, Landlord may, in its discretion, if an Event of Default has occurred and is continuing, collect and enforce Rental directly from the subtenant or occupant. References in this Lease to use or occupancy by others (that is, any Person other than the Tenant) shall not be construed as limited to subtenants and those claiming through subtenants, but rather as including also licensees, concession aires, operators and others claiming under or through Tenant immediately or remotely a legal right of possession or occupancy of the Premises or any portion thereof (all such persons being referred to individually in this Lease as a "SUBTENANT" and collectively as "SUBTENANTS").
SECTION 10.4. Notwithstanding anything to the contrary contained in this Article, if Tenant shall at any time or times during the Term or any Renewal Term of this Lease desire to assign this Lease or sublet all or part of the Premises, Tenant shall give thirty days prior written notice thereof to Landlord (or 90 days prior written notice if Tenant wishes for itself to be released from its obligations and liability under and in respect of this Lease under Section 10.2), which notice shall be accompanied by a statement setting forth in reasonable detail the identity and business address of the proposed assignee or Subtenant, its proposed use of the Premises, and (in the case of a sublease) a detailed description of the portion of the Premises to be subleased. No assignment or sublease shall be valid or effective unless such notice has been duly given.
SECTION 10.5. Notwithstanding anything to the contrary contained in this ARTICLE 10, it shall be a condition precedent to any assignment or subletting that each assignee shall expressly assume and agree to be subject to and bound by and personally obligated and liable for, and each sublessee shall agree to be subject to, all of the covenants, agreements, terms, provisions and conditions contained in this Lease, except such (if any) as by their nature are clearly and inherently irrelevant or inapplicable, in each such case pursuant to a written instrument satisfactory to Landlord (acting reasonably) which is signed by such assignee or sublessee and delivered to Landlord. Subject to SECTION 10.2: Tenant shall and will remain fully liable for the payment of all Rental due and thereafter to become due hereunder and for the performance of all of the covenants, agreements, terms, provisions and conditions contained in this Lease on the part of Tenant to be performed and all acts and omissions of any assignee or Subtenant or anyone claiming under or through any assignee or Subtenant which shall be in violation of any of the provisions of this Lease, and any such violation shall be deemed to be a violation by Tenant.
SECTION 10.6. With respect to each and every Sublease authorized under the provisions of this Lease, it is further agreed as follows:
(a) No subletting shall be for a term (including renewal or extension options) ending later than one day prior to the expiration of the Term or any relevant Renewal Term (if exercised) of this Lease.
(b) No Subtenant shall take possession of the Premises or any part thereof until an executed counterpart of such Sublease, conforming with the applicable provisions and requirements of this Lease, has been delivered to Landlord.
(c) Each Sublease shall expressly provide that (1) it is subject and subordinate to this Lease and to the matters to which Tenant's rights or interests under this Lease is or shall be subordinate, and that in the event of Landlord's termination of or re-entry or dispossess under this Lease, Landlord may, at its option and without the consent of the Subtenant, take over all of the right, title and interest of Tenant, as sublessor, under such Sublease, and (2) such Subtenant shall, if requested to do so by Landlord (in Landlord's absolute discretion), attorn to Landlord pursuant to the then-executory provisions of such Sublease or, at Landlord's option, enter into a direct lease on identical terms with Landlord for the balance of the unexpired term of the Sublease, except that Landlord shall not under any circumstance whatsoever be (i) liable for any previous act or omission of Tenant under or concerning such Sublease, (ii) subject to any offset, not expressly provided for in such Sublease, which theretofore accrued to such Subtenant against Tenant, (iii) liable for any security deposited by such Subtenant which has not been transferred to Landlord, (iv) bound by any previous modification of such Sublease not approved by Landlord, (v) bound by any prepayment of more than one month's rent, (vi) bound by any covenant of Tenant to undertake or complete any construction or improvement of the Premises or any portion thereof demised by such Sublease, or (vii) bound by any obligation of Tenant or any other Person to make any payment to, on behalf of, or for the account or benefit of, the Subtenant.
(d) Each Sublease shall expressly provide, in addition to such other matters as are required pursuant to this ARTICLE 10, that (1) the Subtenant will not pay any rent or other sums under the Sublease for more than one month in advance of the due date for any corresponding Rental obligation under this Lease, and (2) on the termination of this Lease pursuant to ARTICLE 25, upon Landlord's request the Subtenant will promptly deliver to Landlord "as-built" drawings of any and all construction, alteration, renovation or Restoration work performed or caused to be performed in the space demised under such Subtenant's Sublease, and if any construction, alteration, renovation or Restoration work with respect to such space is then proposed or in progress, such Subtenant's drawings and specifications, if any, for such work.
SECTION 10.7. Tenant shall make reasonable efforts to cause all Subtenants to comply with their obligations under their respective subleases or occupancy, operating, license and concession agreements, as the case may be (individually, a "SUBLEASE" and collectively, "SUBLEASES"), and Tenant shall enforce with reasonable diligence all of its rights and remedies as the sublessor or licensor thereunder in accordance with the terms of each of the Subleases.
SECTION 10.8. The fact that a violation or breach of any of the terms, provisions or conditions of this Lease results from or is caused by an act or omission by any of one or more Subtenants or (unless Tenant has been released from its obligations hereunder in connection with an assignment to such assignee as provided hereinabove) by an assignee shall not relieve Tenant of Tenant's obligations to cure, and to be responsible for all of the consequences, of such violation or breach.
SECTION 10.9. To secure the prompt and full payment by Tenant of the Rental and the faithful performance by Tenant of all of the other terms and conditions herein contained on its part to be kept and performed, Tenant hereby assigns, transfers and sets over unto Landlord, subject to the conditions hereinafter set forth in this SECTION 10.9, all of Tenant's right, title and interest in and to all assignments of its interest under this Lease and all Subleases, and hereby confers upon Landlord and its agents and representatives a right of entry in, and sufficient possession of, the Premises to permit and insure the collection by Landlord of the rentals and other sums payable under the Subleases and such lease assignments, and further agrees that the exercise of the right of entry and qualified possession by Landlord shall not constitute an eviction of Tenant from the Premises or any portion thereof; provided, however, that Landlord may not enforce, or exercise any remedies under, such assignment to Landlord until (a) an Event of Default shall have occurred and all applicable cure periods shall have expired, or (b) this Lease, the Term or any Renewal Terms shall be canceled or terminated pursuant to the terms, covenants and conditions hereof, or (c) there occurs repossession under a dispossess warrant or other judgment, order or decree of a court of competent jurisdiction and then only as to such of the Subleases (if any) that Landlord may elect to take over and assume.
SECTION 10.10. Tenant shall deliver to Landlord on or before each December 31st during the Term and any Renewal Terms, a schedule of any lease assignment and all Subleases, if any, which schedule shall include the respective names of any assignee and all Subtenants and, with respect to each Sublease, a description of the space sublet, the expiration date, any extension or renewal options, rentals and other payment obligations, and any other information relating to such Subleases which Landlord reasonably requests. From time to time during the Term and any Renewal Terms, Landlord may change the date on which Tenant is required to deliver such schedule by giving Tenant thirty (30) days' prior notice thereof; provided, however, that Tenant shall not be required to deliver such schedule more than twice in any period of twelve consecutive months.
SECTION 10.11. Notwithstanding anything to the contrary in this Lease, under no circumstance whatsoever may Tenant directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, assign, transfer, convey, grant, sell, encumber, pledge or dispose of any of the Renewal Options, or any other right or option of Tenant which is granted or expressed in ARTICLE 46, nor may Tenant contract or agree to do any of the foregoing, except to an assignee of all of Tenant's right, title, estate and interest in and to this Lease and the Guaranty,Premises who acquires such interest in compliance with the provisions of SECTION 10.1 hereof, and any document, instrument, agreement, grant, contract or other act or thing purporting to or agreeing to accomplish or effect any of the foregoing to or in favor of a Person other than an assignee satisfying the requirements of this SECTION 10.11 shall be absolutely and completely invalid, void ab initio, and of no force or effect whatsoever.
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Samples: Lease Agreement (Coach Inc)
