Common use of Assignment; Subletting; Sale of Franchise Clause in Contracts

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority; provided, however, that the Authority hereby acknowledges, agrees and Approves that (i) StadCo may sublease or license the Premises to the Team pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the Team, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement and the other Project Documents may be performed by StadCo, the Team, a related entity of StadCo or Team, or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) and (B) StadCo, the Team, a related entity of StadCo or Team, or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) may receive revenues to which StadCo or Team is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without (x) the Approval of the AuthorityAuthority and (y) the prior receipt of all necessary MLB Approvals; provided, however, that the Authority hereby acknowledges, agrees agrees, and Approves that (i) StadCo may sublease or license the Premises to the Team TeamCo pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the TeamTeamCo, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement Agreement, and the other Project Documents may be performed by StadCo, the TeamTeamCo, a related entity of StadCo or Team, TeamCo or a third Person with common beneficial or equity ownership with StadCo or the Team TeamCo (including trusts or other entities established for the benefit of one or more of the TeamTeamCo’s ownership or one or more family members of the TeamTeamCo’s ownership) and (B) StadCo, the TeamTeamCo, a related entity of StadCo or Team, TeamCo or a third Person with common beneficial or equity ownership with StadCo or the Team TeamCo (including trusts or other entities established for the benefit of one or more of the TeamTeamCo’s ownership or one or more family members of the TeamTeamCo’s ownership) may receive revenues to which StadCo or Team TeamCo is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall shall, subject to Section 17.1(c) (Assignee Assumption of StadCo Rights and Obligations), remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌Assignment” shall also include any issuance or transfer of any securities or interests having ordinary voting power for the election of directors (or other comparable controlling body) of StadCo or HoldCo or any transfer or any equity or beneficial interest in StadCo or HoldCo that results in either (i) a change of the Controlling Person, if any, of StadCo or HoldCo or (ii) creation of a Controlling Person of StadCo or HoldCo, where none existed before. The Authority and StadCo agree that, notwithstanding the foregoing, the term “Assignment” shall not include (i) any grant of a mortgage, pledge, assignment or other security interest or Lien in or on any of StadCo’s Personal Property or general intangibles that are not part of the Premises or (ii) the exercise by MLB of any right to manage or control, directly or indirectly, StadCo or TeamCo, or both, including any such rights provided pursuant to MLB Rules and Regulations or pursuant to any MLB Approval to any debt incurred by StadCo or TeamCo or

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without (x) the Approval of the AuthorityAuthority and (y) the prior receipt of all necessary MLB Approvals; provided, however, that the Authority hereby acknowledges, agrees agrees, and Approves that (i) StadCo may sublease or license the Premises to the Team TeamCo pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the TeamTeamCo, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement Agreement, and the other Project Documents may be performed by StadCo, the TeamTeamCo, a related entity of StadCo or Team, TeamCo or a third Person with common beneficial or equity ownership with StadCo or the Team TeamCo (including trusts or other entities established for the benefit of one or more of the TeamTeamCo’s ownership or one or more family members of the TeamTeamCo’s ownership) and (B) StadCo, the TeamTeamCo, a related entity of StadCo or Team, TeamCo or a third Person with common beneficial or equity ownership with StadCo or the Team TeamCo (including trusts or other entities established for the benefit of one or more of the TeamTeamCo’s ownership or one or more family members of the TeamTeamCo’s ownership) may receive revenues to which StadCo or Team is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌receive

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority; provided, however, that the Authority hereby acknowledges, agrees agrees, and Approves that (i) StadCo may sublease or license the Premises to the Team pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the Team, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement Agreement, and the other Project Documents may be performed by StadCo, the Team, a related entity of StadCo or Team, Team or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) and (B) StadCo, the Team, a related entity of StadCo or Team, Team or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) may receive revenues to which StadCo or Team is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌Assignment”

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority; provided, however, that the Authority hereby acknowledges, agrees agrees, and Approves that (i) StadCo may sublease or license the Premises to the Team pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the Team, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement and the other Project Documents may be performed by StadCo, the Team, a related entity of StadCo or Team, Team or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) and (B) StadCo, the Team, a related entity of StadCo or Team, Team or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) may receive revenues to which StadCo or Team is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌Assignment” shall also include any issuance or transfer of any securities or interests having ordinary voting power for the election of directors (or other

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority; provided, however, that the Authority hereby acknowledges, agrees agrees, and Approves that (i) StadCo may sublease or license the Premises to the Team pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the Team, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement and the other Project Documents may be performed by StadCo, the Team, a related entity of StadCo or Team, Team or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) and (B) StadCo, the Team, a related entity of StadCo or Team, Team or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) may receive revenues to which StadCo or Team is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌to‌

Assignment; Subletting; Sale of Franchise. ‌ (a) Assignment by the StadCo. StadCo shall not sell, assign, transfer, mortgage, pledge, hypothecate, encumber, sublet, license or grant a security interest in or upon its rights under this Agreement, directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise (collectively, “Assign” or an “Assignment”) without the Approval of the Authority; provided, however, that the Authority hereby acknowledges, agrees and Approves that (i) StadCo may sublease or license the Premises to the Team pursuant to the Team Use Agreement and delegate its obligations, liabilities, and duties under this Agreement to the Team, or as otherwise set forth herein, and (ii) (A) any of the obligations, liabilities or duties of StadCo under this Agreement, the Development Agreement and the other Project Documents may be performed by StadCo, the Team, a related entity of StadCo or Team, or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) and (B) StadCo, the Team, a related entity of StadCo or Team, or a third Person with common beneficial or equity ownership with StadCo or the Team (including trusts or other entities established for the benefit of one or more of the Team’s ownership or one or more family members of the Team’s ownership) may receive revenues to which StadCo or Team is entitled under this Agreement or the Act. If StadCo Assigns this Agreement or delegates its obligations hereunder as permitted above, StadCo shall remain liable for performance of any obligations, liabilities or duties that are assigned or delegated by it. For purposes of this Agreement, the term “Assignment”‌Assignment” shall also include any issuance or transfer of any securities or interests having ordinary voting power for the election of directors (or other comparable controlling body) of StadCo or any transfer or any equity or beneficial interest in StadCo that results in either (a) a change of the Controlling Person, if any, of StadCo or (b) creation of a Controlling Person of StadCo, where none existed before. The Authority and StadCo agree that, notwithstanding the foregoing, the term “Assignment” shall not include (i) any grant of a mortgage, pledge, assignment or other security interest or Lien in or on any of StadCo’s Personal Property or general intangibles that are not part of the Premises or (ii) the exercise by the NFL of any right to manage or control, directly or indirectly, StadCo or the Team, or both, including any such rights provided pursuant to NFL Rules and Regulations or pursuant to any NFL consent to any debt incurred by StadCo or Team.‌