ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, (a) assign or otherwise transfer this Lease, or offer or advertise to do so, (b) sublet the Demised Premises or any part thereof, or offer or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than Tenant, or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing. (i) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet. 11.02 If at any time (a) the original Tenant named herein, (b) the then Tenant, (c) any Guarantor, or (d) any Person owning a majority of the voting stock of, or directly or indirectly controlling, the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be an assignment of this Lease as to which Landlord’s consent shall have been required, and in any such event Tenant shall notify Landlord, except that the provisions of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord. 11.03 If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the Rent, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.02, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely. 11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s other obligations under this Lease. 11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease. 11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others. 11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply with the provisions of this Section 11.07 in connection with any such transaction as if the notice by Tenant referred to above in this Section 11.07 had not been given.
Appears in 1 contract
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 7.01. Subject to the provisions of this Article 7, Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, may (a) assign or otherwise transfer this Leaselease or the term and estate hereby granted without Landlord’s consent, or offer or advertise provided that (i) no assignee of this lease shall be a person that is entitled to do sosovereign immunity, (ii) no assignee shall be a party whose principal business is owning and/or operating real property, (iii) such assignee shall meet the requirements of clauses (i) and (ii) of Section 35.17 and, if requested by Landlord, shall certify the same to Landlord, and (iv) the Guaranty shall remain in full force and effect and/or (b) sublet the Demised Premises or any part thereofthereof (including, or offer or advertise to do sowithout limitation, or any portion of the roof) and allow the same to be used, occupied or and/or utilized by anyone other than Tenant, or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing.
(i) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 If at any time (a) the original Tenant named herein, (b) the then Tenant, (c) any Guarantor, or (d) any Person owning a majority of the voting stock of, or directly or indirectly controlling, the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be an assignment of this Lease as to which Landlord’s consent shall have been required, and in any such event Tenant shall notify Landlord, except that the provisions of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during without Landlord’s consent, provided and upon the Term to inspect condition that (i) this lease and the stock record books of Guaranty are in full force and effect, (ii) the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord.
11.03 If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the Rent, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.02, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use sublease or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely.
11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s other obligations under this Lease.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply subtenant conforms with the provisions of this Sections 7.06 and 7.07, (iii) no subtenant shall be a person that is entitled to sovereign immunity, (iv) each subtenant shall meet the requirements of clauses (i) and (ii) of Section 11.07 in connection with 35.17 and, if requested by Landlord, shall certify the same to Landlord, and (v) no sublease or use by any such transaction subtenant shall be for a Prohibited Use. A list of subleases and other third party agreements that encumber the Real Property as if of the notice date hereof is attached hereto as Schedule 3 (herein called “Current Occupancy Agreements”). Landlord acknowledges that Tenant is entitled to all revenue generated prior to and during the Term from the Current Occupancy Agreements as well as from any other subleases, licenses, assignments or other agreements entered into by Tenant referred prior to above in or during the Term with respect to all or any portion of the Real Property and Tenant acknowledges that it is responsible for all obligations of the lessor under the Current Occupancy Agreements whether arising before or after the date of this Section 11.07 had not been givenlease.
7.02. For purposes of this lease, the following terms shall have the following meanings:
Appears in 1 contract
Samples: Lease (Citigroup Inc)
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 11.01. Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, (a) assign or otherwise transfer this Lease, or offer or advertise to do so, (b) sublet the Demised Premises or any part thereof, or offer or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than Tenant, it present subsidiaries or affiliates or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing.
(i) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent require Landlord's permission to Tenant’s proper request for an assignment assign the Lease if the assignee buys all or sublet.
11.02 If at any time (a) the original Tenant named herein, (b) the then Tenant, (c) any Guarantor, or (d) any Person owning a majority of the voting stock of, or directly or indirectly controlling, the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be an assignment of this Lease as to which Landlord’s consent shall have been required, and in any such event Tenant shall notify Landlord, except that the provisions of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then TenantTenants assets, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant carries on the date business and is financially as responsible as Tenant. Tenant shall provide current audited financial statements of this Lease, itself and (ii) proof satisfactory the assignee to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord.
11.03 11.02. If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then than Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s 's time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the Rent, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.02, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely.
11.04 11.03. Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge execute and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s 's obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue to be binding upon it in respect to all future assignments and transfersLease. Notwithstanding any assignment or transferassignment, 'whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)sprior Tenant(s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s 's other obligations under this Lease.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply with the provisions of this Section 11.07 in connection with any such transaction as if the notice by Tenant referred to above in this Section 11.07 had not been given.
Appears in 1 contract
Samples: Lease (Periscope Sportswear Inc)
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 The Seventh Amendment to the Existing Lease grants to Tenant the right, subject to the terms and conditions set forth therein, to surrender to Landlord prior to the scheduled expiration date thereof the portions of the premises demised thereunder other than the Premises demised to Tenant pursuant to this lease (herein called the "Excess Space"). If, after the date hereof but prior to the Commencement Date, Tenant wishes to enter into a sublease with respect to all or a portion of the Premises under the Existing Lease and this lease for a sublease term expiring during the term of this lease, the terms and conditions of this Article 8 shall govern the respective rights and obligations of Landlord and Tenant with respect to such proposed sublease. If, after the date hereof but prior to the Commencement Date, Tenant wishes to enter into an assignment of the Existing Lease and this lease, and Tenant shall have, prior to the proposed effective date of such assignment, surrendered to Landlord all of the Excess Space in accordance with the terms and conditions of the Seventh Amendment, the terms and conditions of this Article 8 shall govern the respective rights and obligations of Landlord and Tenant with respect to such proposed assignment.
8.01. Except as otherwise provided in this Article 8, Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, otherwise (ai) assign or otherwise transfer this Lease, lease or offer or advertise to do sothe term and estate hereby granted, (bii) sublet the Demised Premises or any part thereof, or offer or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than Tenant, or (ciii) mortgage, pledge, encumber or otherwise hypothecate this Lease lease or the Premises or any part thereof in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing.
(a) Except as provided in Section 8.02(e) hereof, if Tenant is a corporation, the provisions of subdivision (i) Tenant, upon thirty of Section 8.01 shall apply to a transfer (30by one or more transfers) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 If at any time (a) the original Tenant named herein, (b) the then Tenant, (c) any Guarantor, or (d) any Person owning of a majority of the voting stock ofof Tenant, or directly any other mechanism, such as the issuance of additional stock, a stock voting agreement or indirectly controllingchange in class(es) of stock, the then Tenant shall be which results in a corporation or partnershipchange of control of Tenant, any as if such transfer of voting stock which results in a change of control of Tenant or partnership interest resulting other mechanism which results in the person(s) who shall have owned a majority change of such corporation’s shares control of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be Tenant were an assignment of this Lease as to which Landlord’s consent shall have been requiredlease; provided, and in any such event Tenant shall notify Landlordhowever, except that the provisions of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and 8.01 shall not apply to transactions with any such transfer (and such transfer shall be permitted without the consent of Landlord) resulting in a corporation into or with the then Tenant is merged or consolidated or to which substantially all change of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then control of Tenant or is under common other mechanism resulting in a change of control with the then Tenantof Tenant if immediately thereafter, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, Net Worth not less than $200,000,000 and (ii) proof evidence reasonably satisfactory to Landlord of such net worth Net Worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For change of control or promptly after the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord.
11.03 If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the Rent, but no such assignment, subletting, occupancy or collection shall be deemed a waiver effective date of any such change of any of the provisions of Section 11.01 or Section 11.02, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotelycontrol.
11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s other obligations under this Lease.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply with the provisions of this Section 11.07 in connection with any such transaction as if the notice by Tenant referred to above in this Section 11.07 had not been given.
Appears in 1 contract
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 11.01. Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, (a) assign or otherwise transfer this Lease, or offer or advertise to do so, (b) sublet the Demised Premises or any part thereof, or offer or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than Tenant, or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Consent by Landlord shall not be null required if a corporate tenant assigns this Lease to its parent corporation or to its wholly owned subsidiary, subject, however, to the further provisions of this Article II and void. Notwithstanding the foregoing.
(i) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 11.02. If at any time (a) the original Tenant named herein, (b) the then Tenant, (c) any Guarantor, or (d) any Person owning a majority of the voting stock of, or directly or indirectly controlling, controlling the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s 's shares of voting stock or the general partners’ ' interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s 's interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be an assignment of this Lease as to which Landlord’s 's consent shall have been required, and in any such event Tenant shall notify Landlord, except that the . The provisions of the this Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with which the then Tenant is merged or consolidated or to which substantially all of the then Tenant s Tenant's assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 ten (10) days prior to the effective date of any such transaction. For the purposes of this Section, the words “"voting stock” " shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord.
11.03 If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the Rent, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.02, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely.
11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s other obligations under this Lease.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply with the provisions of this Section 11.07 in connection with any such transaction as if the notice by Tenant referred to above in this Section 11.07 had not been given.
Appears in 1 contract
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 8.01. Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, otherwise (a) assign or otherwise transfer this Lease, or offer or advertise to do so, (b) sublet the Demised Premises or any part thereof, or offer or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than Tenant, or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease or the Premises or any part thereof in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and voidall Superior Mortgagees. Notwithstanding For purposes of the foregoing.
(i) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 If at any time (a) the original Tenant named herein, foregoing clause (b) the then Tenant), (c) any Guarantorincidental use of desk or laboratory space by persons controlled by, controlling or (d) any Person owning a majority of the voting stock of, or directly or indirectly controlling, the then under common control with Tenant shall be considered to be use by Tenant.
8.02. If and so long as Tenant is a corporation or a partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, following shall be deemed to be an assignment of this Lease under Section 8.01 ------------ prohibited by said Section unless Tenant obtains the prior consent of Landlord and all Superior Mortgagees: one or more sales or transfers of stock or partnership interests, voluntarily, involuntarily, by operation of law or otherwise, or the issuance of new stock or partnership interests, by which an aggregate of more than 50% of Tenant's stock or partnership interests shall be vested in a party or parties who are not stockholders or partners as of the date hereof. This Section shall not apply to transactions with a corporation or partnership into or with which Tenant is merged or consolidated or to which Landlord’s consent shall have been required, and in any such event Tenant shall notify Landlord, except that the provisions substantially all of the Section 11.02 shall not be applicable Tenant's assets are transferred or to any corporation all or partnership which controls or is controlled by Tenant or is under common control with Tenant if (a) the successor to Tenant has a tangible net worth that is reasonably sufficient to enable such successor to pay and perform Tenant's obligations hereunder in accordance herewith, and (b) proof satisfactory to Landlord of such tangible net worth is delivered to Landlord at least 10 days prior to the effective date of any such transaction. The provisions of this Section shall not apply to any corporation the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlordquotations.
11.03 8.03. If this Lease is assigned, whether or not in violation of the provisions of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then than Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s 's time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the RentFixed Rent and Additional Charges herein reserved, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.028.01, or the acceptance of the ------------ assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s 's obligations under this Lease. The consent by Landlord and any Superior Mortgagee to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx Tenant from obtaining the express written consent of Landlord and all Superior Mortgagees to any other or further assignment, mortgaging or mortgaging, subletting or use or occupancy by others not expressly permitted by this Article 11Article. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely.
11.04 8.04. Any permitted assignment or transfer, whether made with Landlord’s 's and all Superior Mortgagees' consent pursuant to Section 11.01 8.01 or without the ------------ requirement of Landlord’s 's and all Superior Mortgagees' consent if permitted by pursuant to Section 11.028.02, shall be made only if, and shall not be effective until, the ------------ assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance reasonably satisfactory to Landlord and all Superior Mortgagees whereby the assignee shall assume Tenant’s the obligations under of this Lease on the part of Tenant to be performed or observed and whereby the assignee shall agree that all of the provisions in this Article 11 Section 8.01 shall, notwithstanding such assignment or transfer, ------------ continue to be binding upon it in respect to of all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of the Fixed Rent or Additional Charges by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were named Tenant shall remain fully liable for the payment of the Fixed Rent and Additional Charges and for Tenant’s the other obligations under of this LeaseLease on the part of Tenant to be performed or observed.
11.05 8.05. The liability of the original named Tenant and any other Person(s) who at any time was immediate or were remote successor in interest of Tenant for Tenant’s and the due performance of the obligations under of this Lease on Tenant's part to be performed or observed shall not be discharged, released or impaired in any respect by any agreement or stipulation made by Landlord with the then Tenant extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The 8.06. Neither the listing of any name other than that of Tenant, whether on the doors door of the Demised Premises or the Building on any directory, or otherwise, nor the acceptance by Landlord of any check not drawn by Tenant in payment of Fixed Rent or Additional Charges, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If 8.07. Except as specifically provided to the contrary in this Article ------- 8, if Tenant shall propose at any time or times during the Term desire to assign or in any manner transfer this - Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any personPremises, Tenant shall give notice thereof to LandlordLandlord and all Superior Mortgagees, together with which notice shall be accompanied by (a) a copy summary of the material business terms of the proposed instrument that is to accomplish same and such financial and other information pertaining to assignment or sublease the proposed assignee, transferee, subtenant, concessionaire effective or licensee as Landlord commencement date of which shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) at least 60 days after the giving of said such notice, (b) a statement setting forth in reasonable detail the identity of the proposed assignee or subtenant, the nature of its business and its proposed use of the Premises, and (c) current financial information with respect to the proposed assignee or subtenant, including, without limitation, its most recent financial report. Such notice shall be deemed an offer from Tenant to Landlord whereby Landlord (or Landlord's designee) may, at its option, (i) sublease such space from Tenant upon the terms and conditions hereinafter set forth or (ii) terminate this Lease (if the proposed transaction is an assignment or a sublease of all or substantially all of the Premises for all or substantially all of the remaining Term). Said options may be exercised by Landlord by notice to Tenant at any time within 60 days after such notice has been given by Tenant to Landlord; and during such 60- day period Tenant shall not assign this Lease or sublet such space to any person.
8.08. If Landlord exercises its option to terminate this Lease in the case where Tenant desires either to assign this Lease or sublet all or substantially all of the Premises for all or substan tially all of the remaining Term, then this Lease shall terminateend and expire on the date that such assignment or sublet was to be effective or commence, as the case may be, and the Fixed Rent and Additional Charges shall be paid and apportioned to such date.
8.09. If Landlord exercises its option to sublet the Premises which Tenant desires to sublet, such sublease to Landlord or its designee (as subtenant) shall be at the lower of (i) the rental rate per rentable square foot of the Fixed Rent and Additional Charges then payable pursuant to this Lease or (ii) the rentals set forth in the proposed sublease, and shall be for the same term as that of the proposed subletting, and:
(a) the sublease shall be expressly subject to all of the covenants, agreements, terms, provisions and conditions of this Lease except such as are irrelevant or inapplicable, and except as otherwise expressly set forth to the contrary in this Section;
(b) such sublease shall be upon the same terms and conditions as those contained in the proposed sublease, (i) except such as are irrelevant or inapplicable and except as otherwise expressly set forth to the contrary in this Section and (ii) except that such sublease shall contain provisions analogous to Section 8.16, obligating the sublessee to share net assignment or sub- ------------ subletting profits with Tenant;
(c) such sublease shall give the sublessee the unqualified and unrestricted right, without Tenant's permission, to assign such sublease or any interest therein and/or to further sublet the Premises or any part or parts thereof and to make any and all changes, alterations, and improvements in the Premises, subject to the further provisions of paragraph (d);
(d) such sublease shall provide that any assignee or further subtenant of Landlord or its designee may, at the election of Landlord, be permitted to make alterations, decorations and installations in such space or any part thereof and shall also provide in substance that (i) any such alterations, decorations and installations in such space therein made by any assignee or subtenant of Landlord or its designee may be removed, in whole or in part, by such assignee or subtenant, at its option, prior to or upon the expiration or other termination of such sublease provided that such assignee or subtenant, at its expense, shall repair any damage and injury to such space so sublet caused by such removal and (ii) if such sublease is for a term ending more than one year prior to the end of the Term, such assignee or subtenant shall, at Tenant's option, restore such space substantially to the condition thereof prior to such alterations and installations, to the extent such alterations and installations are not consented to by Tenant and would not have been permitted without such consent under the terms of Tenant's proposed sublease;
(e) such sublease shall provide that (i) the parties to such sublease expressly negate any intention that any estate created under such sublease be merged with any other estate held by either of said parties, (ii) any assignment or further subletting by Landlord or its designee (as the sublessor) may be for any purpose or purposes that Landlord, in Landlord's uncontrolled discretion, shall deem suitable or appropriate, and (iii) at the expiration of the term of such sublease, Tenant will accept the space covered by such sublease in its then existing condition, subject to the obligations of the subtenant to make such repairs and restorations thereto as are required by paragraph (d) above and/or as may be necessary to preserve the premises demised by such sublease in good order and condition, ordinary wear and tear and damage by fire or other casualty excepted; and
(f) Tenant shall not be liable hereunder, during the term of such sublease, for any breach by the subtenant (or any under-tenant) of the covenants in this Lease relating to the use, occupancy, maintenance, repair or insurance of the portion of the Premises covered by such sublease; and such sublease shall provide that the subtenant will indemnify and hold harmless Tenant against any liability, damages, losses or costs arising from any such breach; provided, however, that no Superior Mortgagee shall be bound by the foregoing clause.
8.10. If Landlord does not so terminate this Lease, and (if Landlord consents exercise its options pursuant to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply with the provisions of this Section 11.07 in connection with any such transaction as if the notice by Tenant referred to above in this Section 11.07 had not been given.-------
Appears in 1 contract
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 6.01 Except with respect to Subleases permitted as contemplated below and which are otherwise in full compliance with the terms of this lease, Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, otherwise (a) assign in whole or in part or otherwise transfer in whole or in part this Leaselease or the term and estate hereby granted, or offer or advertise to do so, (b) sublet the Demised Premises or any part thereof, or offer or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than Tenant, or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease lease or the Premises or any part thereof in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without attempts to do any of the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing.
(i) Tenant, upon thirty (30) days prior notice acts referred to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 If at any time in (a) the original Tenant named herein, (b) the then Tenant, - (c) any Guarantorabove shall, or (d) any Person owning a majority at the option of the voting stock of, or directly or indirectly controlling, the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be an assignment of this Lease as to which Landlord’s consent shall have been required, and in any such event Tenant shall notify Landlord, except that the provisions be null void and of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlordno effect.
11.03 6.02 If this Lease is lease be assigned, whether or not in violation of the provisions of this Leaselease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody any person, firm or entity other then Tenantthan Subtenants, whether or not in violation of this Leaselease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the RentFixed Rent and Additional Charges herein reserved, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.026.01, or the acceptance of the assignee, subtenant or occupant as a substitute tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11lease. References in this Lease lease to use or occupancy by others (that is, anyone any person, firm or entity other than Tenant) shall not be construed as limited to subtenants Subtenants and those claiming under or through subtenants Subtenants but shall be construed as including also include licensees and others claiming under or through Tenant, immediately or remotely.
11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant 6.03 In order for a Sublease to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue a Subtenant to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of permitted under the provisions of this Leaselease, it is agreed:
(a) The Sublease shall be to a student of Tenant;
(b) The Sublease shall be in a form approved by Landlord prior to the execution of such sublease;
(c) No subletting under the Sublease shall be for a term (including any renewal or extension options contained in the sublease) ending later than one (1) day prior to the expiration date of this lease;
(d) No Sublease shall be valid or permitted under this lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant no subtenant shall remain fully liable for the payment take possession of the Rent and for Tenant’s other obligations under this Lease.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy until the identity, home address, phone number, contact information for times when the University is closed (for example, Christmas holiday, spring break, etc.), and apartment assignment of all or any part of the Demised Premises by any person, Tenant shall give notice thereof each Subtenant has been delivered in writing to Landlord, together with a copy written representation from Tenant that Subtenant has executed a Sublease; (Landlord acknowledges that Tenant’s ability to provide some of the proposed instrument that is to accomplish same foregoing information may be limited or prohibited by the Family Educational Rights and such financial and other information pertaining to the proposed assigneePrivacy Act (“FERPA”) and, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transactionso, Tenant shall again only be required to comply with provide information permitted by FERPA).
(e) Each Sublease shall provide that the provisions of this Section 11.07 Subtenant may not assign its rights thereunder or further sublet the Apartment demised under the Sublease, in connection with any such transaction as if the notice by Tenant referred to above whole or in this Section 11.07 had not been givenpart.
Appears in 1 contract
Samples: Lease Agreement
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 Tenant (a) Notwithstanding any provisions of the Lease to the contrary, Sublessee shall not, whether voluntarilywithout the prior written consent of Landlord and Sublessor (i) mortgage or otherwise encumber the Subleased Premises, involuntarilyin whole or in part, or (ii) assign this Sublease or sublet the Subleased Premises, in whole or in part. Any transfer, by operation of law or otherwise, of Sublessee's interest in this Sublease (ain whole or in part) assign or otherwise of a fifty percent (50%) or greater interest in Sublessee (whether stock or partnership interest or by merger or consolidation or otherwise), other than in connection with a transfer to "Guarantor" (as hereinafter defined) in furtherance of a merger between Sublessee and Guarantor, shall be deemed an assignment of this Lease, or offer or advertise to do so, Sublease within the meaning of this Article.
(b) sublet the Demised Premises or any part thereofIf without Sublessor's written consent this Sublease is assigned, or offer the Subleased Premises are sublet or advertise to do so, or allow the same to be used, occupied or utilized by anyone other than TenantSublessee, Sublessor may accept the rent from such assignee, Sublessee or (c) mortgage, pledge, encumber or otherwise hypothecate this Lease in any manner whatsoever, without in each instance obtaining the prior written consent of Landlord. Any purported assignment, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing.
(i) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 If at any time (a) the original Tenant named herein, (b) the then Tenant, (c) any Guarantor, or (d) any Person owning a majority of the voting stock of, or directly or indirectly controlling, the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed to be an assignment of this Lease as to which Landlord’s consent shall have been requiredoccupant, and in any such event Tenant shall notify Landlord, except that the provisions of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord.
11.03 If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected thereof to the Rentrent herein reserved, but no such assignment, subletting, occupancy or acceptance of rent shall be deemed a waiver of Section (a) of this Article. Consent by Sublessor to an assignment or subletting shall not (i) relieve Sublessee from the obligation to obtain Landlord's consent to such assignment or subletting in accordance with the applicable provisions set forth in the Lease, or (ii) relieve Sublessee from the obligation to obtain Sublessor's written consent to any further assignment or subletting.
(c) If this Sublease be assigned or if the Subleased Premises or any part thereof be further sublet or occupied by anybody other than Sublessee, Sublessor may, after default by Sublessee, collect rent from the assignee, Sublessee or occupant, and, if Sublessor does so, it shall apply the net amount collected to the fixed rent, additional rent and other charges herein reserved, but no such assignment, subletting occupancy or collection shall be deemed a waiver of any Sublessee's covenants under this Article, or the acceptance by Sublessor of the assignee, Sublessee or occupant as tenant hereunder or a release of Sublessee from the further performance by Sublessee of any of the provisions terms, covenants and conditions of Section 11.01 or Section 11.02, or this Sublease on the acceptance part of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely.
11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue Sublessee to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s other obligations under this Leaseperformed hereunder.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, and upon the date specified in such notice, which date shall not be less than thirty (30) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply with the provisions of this Section 11.07 in connection with any such transaction as if the notice by Tenant referred to above in this Section 11.07 had not been given.
Appears in 1 contract
Samples: Sublease Agreement (Vizacom Inc)
ASSIGNMENT, SUBLETTING AND MORTGAGING. 11.01 7.01. Subject to the provisions of this Article 7, Tenant shall not, whether voluntarily, involuntarily, or by operation of law or otherwise, may (a) assign or otherwise transfer this Leaselease or the term and estate hereby granted without Landlord’s consent, or offer or advertise provided that (i) no assignee of this lease shall be a person that is entitled to do sosovereign immunity, (bii) sublet no assignee shall be a party whose principal business is owning and/or operating real property, (iii) such assignee shall meet the Demised Premises or any part thereofrequirements of clauses (i) and (ii) of Section 35.17 and, or offer or advertise to do soif requested by Landlord, or allow shall certify the same to be usedLandlord, occupied or utilized by anyone other than Tenant, or and (civ) the Guaranty shall remain in full force and effect and/or (b) mortgage, pledge, encumber or otherwise hypothecate this Lease lease or Tenant’s interest in the Premises or any part thereof in any manner whatsoeverwhatsoever (including, without in each instance obtaining the prior written consent of Landlord. Any purported assignmentlimitation, sublet, mortgage or other encumbrance made without the prior written consent of Landlord shall be null and void. Notwithstanding the foregoing.
(ientering into any Leasehold Mortgage) Tenant, upon thirty (30) days prior notice to Landlord, may assign or sublet the Demised Premises, or any portion thereof, without Landlord’s consent to any parent or subsidiary corporation or any corporation wholly controlled by Tenant and (ii) Landlord shall not unreasonably withhold its consent to Tenant’s proper request for an assignment or sublet.
11.02 If at any time (a) the original Tenant named herein, (b) the then Tenant, and/or (c) sublet the Premises or any Guarantorpart thereof (including, or (d) without limitation, any Person owning a majority portion of the voting stock of, or directly or indirectly controlling, roof) and allow the then Tenant shall be a corporation or partnership, any transfer of voting stock or partnership interest resulting in the person(s) who shall have owned a majority of such corporation’s shares of voting stock or the general partners’ interest in such partnership, as the case may be, immediately before such transfer, ceasing to own a majority of such shares of voting stock or general partner’s interest, as the case may be, except as the result of transfers by inheritance, shall be deemed same to be an assignment of this Lease as to which Landlord’s consent shall have been requiredused, and in any such event occupied and/or utilized by anyone other than Tenant shall notify Landlord, except that the provisions of the Section 11.02 shall not be applicable to any corporation all the outstanding voting stock of which is listed on a national securities exchange (as defined in the Securities Exchange Act of 1934, as amended) or is traded in the over-the-counter market with quotations reported by the National Association of Securities Dealers through its automated system for reporting quotations and shall not apply to transactions with a corporation into or with the then Tenant is merged or consolidated or to which substantially all of the then Tenant s assets are transferred or to any corporation which controls or is controlled by the then Tenant or is under common control with the then Tenant, provided that in any of such events (i) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (1) the net worth of Tenant immediately prior to such merger, consolidation or transfer, or (2) the net worth of the original Tenant on the date of this Lease, and (ii) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least 10 days prior to the effective date of any such transaction. For the purposes of this Section, the words “voting stock” shall refer to shares of stock regularly entitled to vote for the election of directors of the corporation. Landlord shall have the right at any time and from time to time during the Term to inspect the stock record books of the corporation to which the provisions of this Section 11.02 apply, and Tenant will produce the same on request of Landlord.
11.03 If this Lease is assigned, whether or not in violation of this Lease, Landlord may collect rent from the assignee. If the Demised Premises or any part thereof are sublet or used or occupied by anybody other then Tenant, whether or not in violation of this Lease, Landlord may, after default by Tenant, and expiration of Tenant’s time to cure such default, collect rent from the subtenant or occupant. In either event, Landlord may apply the net amount collected to the Rent, but no such assignment, subletting, occupancy or collection shall be deemed a waiver of any of any of the provisions of Section 11.01 or Section 11.02, or the acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance by Tenant of Tenant’s obligations under this Lease. The consent by Landlord to any assignment, mortgaging, subletting or use or occupancy by others shall not in any way be considered to relieve Txxxxx from obtaining the express written consent of Landlord to any other or further assignment, mortgaging or subletting or use or occupancy by others not expressly permitted by this Article 11. References in this Lease to use or occupancy by others (that is, anyone other than Tenant) shall not be construed as limited to subtenants and those claiming under or through subtenants but shall be construed as including also licensees and others claiming under or through Tenant, immediately or remotely.
11.04 Any permitted assignment or transfer, whether made with Landlord’s consent pursuant to Section 11.01 or without Landlord’s consent if permitted by Section 11.02, shall be made only if, and shall not be effective until, the assignee shall execute, acknowledge and deliver to Landlord an agreement in form and substance satisfactory to Landlord whereby the assignee shall assume Tenant’s obligations under this Lease and whereby the assignee shall agree that all of the provisions in this Article 11 shall, notwithstanding such assignment or transfer, continue to be binding upon it in respect to all future assignments and transfers. Notwithstanding any assignment or transfer, whether or not in violation of the provisions of this Lease, and notwithstanding the acceptance of Rent by Landlord from an assignee, transferee, or any other party, the original Tenant and any other person)s) who at any time was or were Tenant shall remain fully liable for the payment of the Rent and for Tenant’s other obligations under this Lease.
11.05 The liability of the original named Tenant and any other Person(s) who at any time was or were Tenant for Tenant’s obligations under this Lease shall not be discharged, released or impaired by any agreement or stipulation made by Landlord extending the time of, or modifying any of the obligations of, this Lease, or by any waiver or failure of Landlord to enforce any of the obligations of this Lease.
11.06 The listing of any name other than that of Tenant, whether on the doors of the Demised Premises or the Building directory, or otherwise, shall not operate to vest any right or interest in this Lease or in the Demised Premises, nor shall it be deemed to be the consent of Landlord to any assignment or transfer of this Lease or to any sublease of the Demised Premises or to the use or occupancy thereof by others.
11.07 If Tenant shall propose to assign or in any manner transfer this Lease or any interest therein, or sublet the Demised Premises or any part or parts thereof, or grant any concession or license or otherwise permit occupancy of all or any part of the Demised Premises by any person, Tenant shall give notice thereof to Landlord, together with a copy of the proposed instrument that is to accomplish same and such financial and other information pertaining to the proposed assignee, transferee, subtenant, concessionaire or licensee as Landlord shall require, and Landlord may, in addition to Landlord’s right to give or withhold consent, terminate this Lease by notice given to Tenant within thirty (30) days after receipt of said proposed instrument and financial and other information, provided and upon the date specified condition that (i) this lease and the Guaranty are in such noticefull force and effect, which date shall not be less than thirty (30ii) days and not more than sixty (60) days after the giving of said notice, this Lease shall terminate. If Landlord does not so terminate this Lease, and (if Landlord consents to the subject transaction or if Landlord’s consent is not required to same) if Tenant does not consummate the subject transaction within sixty (60) days after the last day on which Landlord might have so terminated this Lease as a result of such transaction, Tenant shall again be required to comply sublease conforms with the provisions of this Sections 7.06 and 7.07, (iii) no subtenant shall be a person that is entitled to sovereign immunity and (iv) each subtenant shall meet the requirements of clauses (i) and (ii) of Section 11.07 in connection with 35.17 and, if requested by Landlord, shall certify the same to Landlord, and (v) no sublease shall be for a Prohibited Use. A list of subleases and other third party agreements that encumber the Real Property as of the date hereof is attached hereto as Schedule 3 (herein called “Current Occupancy Agreements”). Landlord acknowledges that Tenant is entitled to all revenue generated from the Current Occupancy Agreements as well as from any such transaction as if the notice other subleases, licenses, assignments or other agreements entered into by Tenant referred prior to above or during the Term with respect to all or any portion of the Real Property and Tenant acknowledges that it is responsible for all obligations of the lessor under the Current Occupancy Agreements, whether arising before or after the date of this lease. All Current Occupancy Agreements are and shall remain subject and subordinate to this lease. Landlord may at any time request that Tenant obtain from any subtenant then occupying the Premises or a portion thereof, a certification of the type described in clause (b)(iv) to the extent no such certification was previously provided with respect to such subtenant or other occupant.
7.02. For purposes of this Section 11.07 had not been given.lease, the following terms shall have the following meanings:
Appears in 1 contract
Samples: Lease (Citigroup Inc)
