Common use of Assignments and Sublettings Clause in Contracts

Assignments and Sublettings. The Tenant covenants with the Landlord that it will not assign, sublet, licence or part with the possession of the Leased Premises or any part thereof, or share the occupation of the Leased Premises, or any part thereof, without the consent of the Landlord in writing first had and obtained such consent not to be unreasonably or arbitrarily withheld or delayed. Provided that as a condition of the granting of its consent, the Landlord may require any assignee, subtenant, licensee or occupant of the Leased Premises to execute an agreement whereby he, it or they attorn to and become the tenants of the Landlord as if he, it or they had executed this Lease, or, except in the case of an absolute assignment of this Lease, to execute an acknowledgement that all the sublessee's or undertenant's estate, right and interest in and to the Leased Premises absolutely terminates upon the surrender, release, disclaimer or merger of this Lease notwithstanding the provisions of the Landlord and Tenant Act of Ontario, R.S.O. 1980, Chapter 232 and amendments thereof with specific reference to Paragraphs 21 and 39 (2) thereof, or other similar statute. The Tenant shall furnish to the Landlord copies of any assignment, sublease, licence or other agreement herein contemplated. Notwithstanding any other provision in this section, no assignment, subletting, licensing or parting with possession of the Leased Premises shall in any way release or be deemed to release the Tenant (or any guarantor hereof) from their obligations under the terms of this Lease. Provided further that the proposed assignee, subtenant, licensee or occupant of the Leased Premises shall be required to provide reasonable financial information as the Landlord may require. It is agreed that the Landlord may consider in determining whether to grant consent among other matters, the following: the personal and business history of the proposed assignee, occupant, sublessee and its key employees. The Tenant agrees to pay the reasonable legal fees of the Landlord's solicitor relating to the preparation of the Landlord's consent, and determination as to whether to give the consent. In the event of any sub-letting by the Tenant by virtue of which the Tenant receives rent in the form of cash, goods, services or other considerations from the sub-tenant which is higher than the rent payable hereunder to the Landlord for the premises so sub-let, the Tenant shall pay any such excess to the Landlord, in addition to all rent and other costs payable hereunder, for the period of time during which the said subtenant remains in possession of the premises sub-let to it. If the Tenant herein shall receive from any assignee of this lease, either directly or indirectly, any consideration for the assignment of this lease, either in the form of cash, goods or services, the Tenant shall forthwith pay an amount equivalent to such consideration to the Landlord and same shall be deemed to be further Additional Rent hereunder. Notwithstanding the above provisions, within ten (10) business days after the receipt by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunder, the Landlord shall have the right upon written notice of termination submitted to the Tenant to, if the request is to assign this Lease or sublet the whole of the Leased Premises, cancel and terminate this Lease, or to, if the request is to sublet a part of the Leased Premises only, cancel and terminate this Lease with respect to such part, in each case as of a termination date to be stipulated in the notice of termination which shall be ninety (90) days following giving of such notice. In such event the Tenant shall surrender the whole or part, as the case may be, of the Leased Premises in accordance with such notice of termination and Base Rent and Additional Rent shall be apportioned and paid to the date of surrender and, if only a part of the Leased Premises is surrendered, Base Rent and Additional Rent shall, after the date of surrender, xxxxx proportionately. If the Landlord does not elect to terminate as aforesaid and if consent to sublease or assign will be granted, the Tenant may assign or sublet, as the case may be, only upon the terms and to the party set out in the offer submitted to the Landlord as aforesaid. If the Landlord elects to terminate, the Tenant may withdraw its request for consent by notice to the Landlord given within five (5) days after the Landlord's notice of election in which event the Landlord's notice of election shall be null and void and the Tenant shall not proceed with the assigning or subletting for which such consent was requested.

Assignments and Sublettings. a) The Tenant covenants with the Landlord that it will shall not assign, sublet, licence mortgage or charge this Lease or sublet or part with possession of the possession whole or any part of the Leased Premises nor shall it permit any subtenant to assign, mortgage or charge its sublease or sublet or part with possession of the whole or any part thereof, or share the occupation of the Leased Premises, or any part thereof, without the consent of the Landlord in writing first had and obtained such consent not to be unreasonably or arbitrarily withheld or delayed. Provided that as a condition of the granting of its consent, the Landlord may require any assignee, subtenant, licensee or occupant of the Leased Premises (each of the foregoing transactions being sometimes referred to execute an agreement whereby he, herein as a "Transfer") unless it or they attorn to shall have first requested and become obtained the tenants consent in writing of the Landlord as if he, it or they had executed this Lease, or, except thereto. Any request for such consent shall be in the case writing and shall be accompanied by a true copy of an absolute assignment of this Lease, to execute an acknowledgement that all the sublessee's or undertenant's estate, right and interest in and any agreements relating to the Leased Premises absolutely terminates upon Transfer which the surrenderTenant may have originated or received, release, disclaimer or merger of this Lease notwithstanding and the provisions of the Landlord and Tenant Act of Ontario, R.S.O. 1980, Chapter 232 and amendments thereof with specific reference to Paragraphs 21 and 39 (2) thereof, or other similar statute. The Tenant shall furnish to the Landlord copies all information requested by the Landlord as to the business and financial responsibility and standing of any assignment, sublease, licence or other agreement herein contemplated. Notwithstanding any other provision in this section, no assignment, subletting, licensing or parting with possession of the Leased Premises shall in any way release or be deemed to release the Tenant (or any guarantor hereof) from their obligations under the terms of this Lease. Provided further that the proposed assignee, subtenant, licensee mortgagee or chargee or occupant of the Leased Premises shall be required (herein referred to provide reasonable financial information as the Landlord may require. It is agreed "Transferee"); b) The Landlord's consent to the Tenant's request for consent to a Transfer shall not unreasonably be withheld, provided nevertheless that the Landlord may consider shall be entitled to withhold consent unreasonably if the Landlord exercises the right to cancel and terminate the Lease as provided herein. Provided further that the Landlord's consent to any Transfer shall be conditional upon the Transferee and the Tenant entering into an agreement in determining whether form and content stipulated by the Landlord under which the Transferee agrees to grant consent among perform, observe and keep each and every covenant, proviso, condition and agreement in this Lease on the part of the Tenant to be performed, observed and kept, including (except in the case of a subtenancy) payment of rent and all other matterssums and payments agreed to be paid or payable under this Lease on the days and at the times and in the manner herein specified. In the case of a subtenancy, the following: agreement shall contain an assignment to the personal and business history Landlord of the proposed assignee, occupant, sublessee rents and its key employees. The Tenant other amounts payable under the sublease involved and a provision whereby the subtenant agrees to pay the reasonable legal fees of the Landlord's solicitor relating to the preparation of the Landlord's consent, and determination as to whether to give the consent. In the event of any sub-letting by the Tenant by virtue of which the Tenant receives rent in the form of cash, goods, services or other considerations from the sub-tenant which is higher than the rent payable hereunder to the Landlord for the premises so sub-let, the Tenant shall pay any such excess to the Landlord, in addition to unless the latter otherwise directs, all rent such rents and other costs amounts payable hereunder, under the sublease. The assignment shall be given as security for the period of time during which the said subtenant remains in possession payment of the premises sub-let rents and other amounts payable under this Lease. The Landlord shall credit each of the payments it receives from the subtenant to it. If the balance of Minimum Rental and Additional Rental, if any, payable by the Tenant herein under the Lease. Such agreement shall receive from any assignee of this lease, either directly or indirectly, any consideration for the assignment of this lease, either in the form of cash, goods or services, also contain an acknowledgement by the Tenant shall forthwith pay an amount equivalent that to the extent that such consideration payments are made by the subtenant to the Landlord and same they shall be deemed to be further Additional Rent hereunder. Notwithstanding the above provisions, within ten (10) business days after the receipt constitute payment by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunder, the Landlord shall have the right upon written notice of termination submitted subtenant to the Tenant to, if Tenant. Without limiting the request is to assign this Lease or sublet the whole of the Leased Premises, cancel and terminate this Lease, or to, if the request is to sublet a part of the Leased Premises only, cancel and terminate this Lease with respect to such part, in each case as of a termination date to be stipulated in the notice of termination which shall be ninety (90) days following giving of such notice. In such event the Tenant shall surrender the whole or part, as the case may be, of the Leased Premises in accordance with such notice of termination and Base Rent and Additional Rent shall be apportioned and paid to the date of surrender and, if only a part of the Leased Premises is surrendered, Base Rent and Additional Rent shall, after the date of surrender, xxxxx proportionately. If the Landlord does not elect to terminate as aforesaid and if grounds for withholding consent to sublease or assign will be granteda Transfer, the Tenant may assign or sublet, as the case may be, only upon the terms and to the party set out in the offer submitted to the Landlord as aforesaid. If the Landlord elects to terminate, the Tenant may withdraw its request for consent by notice to the Landlord given within five (5) days after the Landlord's notice of election in which event refusal to consent will not be considered unreasonable if a reason for withholding the Landlord's notice of election shall be null and void and the Tenant shall not proceed with the assigning or subletting for which such consent was requested.is:

Assignments and Sublettings. The Tenant covenants with the Landlord that it will not assign, sublet, licence or part with the possession of the Leased Premises or any part thereof, or share the occupation of the Leased Premises, or any part thereof, without the consent of the Landlord in writing first had and obtained such consent not to be unreasonably or arbitrarily withheld or delayed. Provided that as a condition of the granting of its consent, the Landlord may require any assignee, subtenant, licensee or occupant of the Leased Premises to execute an agreement whereby he, it or they attorn to and become the tenants of the Landlord as if he, it or they had executed this Lease, or, except in the case of an absolute assignment of this Lease, to execute an acknowledgement that all the sublessee's or undertenant's estate, right and interest in and to the Leased Premises absolutely terminates upon the surrender, release, disclaimer or merger of this Lease notwithstanding the provisions of the Landlord and Tenant Act of Ontario, R.S.O. 1980, Chapter 232 and amendments thereof with specific reference to Paragraphs 21 and 39 (2) thereof, or other similar statute. The Tenant shall furnish to the Landlord copies of any assignment, sublease, licence or other agreement herein contemplated. Notwithstanding any other provision in this section, no assignment, subletting, licensing or parting with possession of the Leased Premises shall in any way release or be deemed to release the Tenant (or any guarantor hereof) from their obligations under the terms of this Lease. Provided further that the proposed assignee, subtenant, licensee or occupant of the Leased Premises shall be required to provide reasonable financial information as the Landlord may require. It is agreed that the Landlord may consider in determining whether to grant consent among other matters, the following: the personal and business history of the proposed assignee, occupant, sublessee and its key employees. The Tenant agrees to pay the reasonable legal fees of the Landlord's solicitor relating to the preparation of the Landlord's consent, and determination as to whether to give the consent. If by sale, transfer or other disposition of its shares, the control of the tenant is altered so that 51% of the shares are transferred in any manner, then same shall be deemed as an assignment and the provisions of this paragraph shall apply. The Tenant covenants and agrees to advise the Landlord forthwith if such a transfer is contemplated. In the event of any sub-letting by the Tenant by virtue of which the Tenant receives rent in the form of cash, goods, services or other considerations from the sub-tenant which is higher than the rent payable hereunder to the Landlord for the premises so sub-let, the Tenant shall pay any such excess to the Landlord, in addition to all rent and other costs payable hereunder, for the period of time during which the said subtenant remains in possession of the premises sub-let to it. If the Tenant herein shall receive from any assignee of this lease, either directly or indirectly, any consideration for the assignment of this lease, either in the form of cash, goods or services, the Tenant shall forthwith pay an amount equivalent to such consideration to the Landlord and same shall be deemed to be further Additional Rent hereunder. In the event of any proposed assignment or subletting of the Leased Premises by the Tenant, the Landlord shall not be obligated to consider such a proposal nor be required to consent to same, unless the base rent payable by the proposed assignee or sublessee is, in the sole discretion of the Landlord, at the then current market rate for similar space in the immediate and surrounding area. In calculating whether there is any additional consideration payable by an assignee or sublessee as hereinbefore provided, no deduction shall be made for any commission payable to any agent or other party. If the Landlord has granted to the Tenant, named on page 1 of this Lease, any first rights of refusal, exclusive rights or options to lease additional space or to purchase, it is agreed and understood that upon the Tenant assigning, subletting, licensing or parting with possession of the Leased Premises or any part thereof, the aforesaid rights referred to shall automatically become null and void. Notwithstanding the above provisions, within ten (10) business days after the receipt by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunder, the Landlord shall have the right upon written notice of termination submitted to the Tenant to, if the request is to assign this Lease or sublet the whole of the Leased Premises, cancel and terminate this Lease, or to, if the request is to sublet a part of the Leased Premises only, cancel and terminate this Lease with respect to such part, in each case as of a termination date to be stipulated in the notice of termination which shall be ninety (90) days following giving of such notice. In such event the Tenant shall surrender the whole or part, as the case may be, of the Leased Premises in accordance with such notice of termination and Base Rent and Additional Rent shall be apportioned and paid to the date of surrender and, if only a part of the Leased Premises is surrendered, Base Rent and Additional Rent shall, after the date of surrender, xxxxx proportionately. If the Landlord does not elect to terminate as aforesaid and if consent to sublease or assign will be granted, the Tenant may assign or sublet, as the case may be, only upon the terms and to the party set out in the offer submitted to the Landlord as aforesaid. If the Landlord elects to terminate, the Tenant may withdraw its request for consent by notice to the Landlord given within five (5) days after the Landlord's notice of election in which event the Landlord's notice of election shall be null and void and the Tenant shall not proceed with the assigning or subletting for which such consent was requested.

Assignments and Sublettings. The Tenant covenants with the Landlord that it will not assign, sublet, licence or part with the possession of the Leased Premises or any part thereof, or share the occupation of the Leased Premises, or any part thereof, without the consent of the Landlord in writing first had and obtained such consent not to be unreasonably or arbitrarily withheld or delayed. Provided that as a condition of the granting of its consent, the Landlord may require any assignee, subtenant, licensee or occupant of the Leased Premises to execute an agreement whereby he, it or they attorn to and become the tenants of the Landlord as if he, it or they had executed this Lease, or, except in the case of an absolute assignment of this Lease, to execute an acknowledgement that all the sublessee's or undertenant's estate, right and interest in and to the Leased Premises absolutely terminates upon the surrender, release, disclaimer or merger of this Lease notwithstanding the provisions of the Landlord and Tenant Act of Ontario, R.S.O. 1980, Chapter 232 and amendments thereof with specific reference to Paragraphs 21 and 39 (2) thereof, or other similar statute. The Tenant shall furnish to the Landlord copies of any assignment, sublease, licence or other agreement herein contemplated. Notwithstanding any other provision in this section, no assignment, subletting, licensing or parting with possession of the Leased Premises shall in any way release or be deemed to release the Tenant (or any guarantor hereof) from their obligations under the terms of this Lease. Provided further that the proposed assignee, subtenant, licensee or occupant of the Leased Premises shall be required to provide reasonable financial statements or other financial information as the Landlord may require. It is agreed that the Landlord may consider in determining whether to grant consent among other matters, the following: the personal and business history of the proposed assignee, occupant, sublessee and its key employees. The Tenant agrees to pay the reasonable legal fees of the Landlord's solicitor relating to the preparation of the Landlord's consent, and determination as to whether to give the consent. If by sale, transfer or other disposition of its shares, the control of the Tenant is altered so that 51% of the shares are transferred in any manner, then same shall be deemed as an assignment and the provisions of this paragraph shall apply. The Tenant covenants and agrees to advise the Landlord forthwith if such a transfer is contemplated. In the event of any sub-letting by the Tenant by virtue of which the Tenant receives rent in the form of cash, goods, services or other considerations from the sub-tenant which is higher than the rent payable hereunder to the Landlord for the premises so sub-let, the Tenant shall pay any such excess to the Landlord, in addition to all rent and other costs payable hereunder, for the period of time during which the said subtenant remains in possession of the premises sub-let to it. If the Tenant herein shall receive from any assignee of this lease, either directly or indirectly, any consideration for the assignment of this lease, either in the form of cash, goods or services, the Tenant shall forthwith pay an amount equivalent to such consideration to the Landlord and same shall be deemed to be further Additional Rent hereunder. Notwithstanding In the above provisions, within ten (10) business days after event of any proposed assignment or subletting of the receipt Leased Premises by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunderTenant, the Landlord shall have not be obligated to consider such a proposal nor be required to consent to same, unless the right upon written notice base rent payable by the proposed assignee or sublessee is, in the sole discretion of termination submitted the Landlord, at the then current market rate for similar space in the immediate and surrounding area. In calculating whether there is any additional consideration payable by an assignee or sublessee as hereinbefore provided, no deduction shall be made for any commission payable to any agent or other party. If the Landlord has granted to the Tenant toTenant, if the request is to assign this Lease or sublet the whole named on page 1 of the Leased Premises, cancel and terminate this Lease, any first rights of refusal, exclusive rights or tooptions to lease additional space or to purchase, if it is agreed and understood that upon the request is to sublet a part Tenant assigning, subletting, licensing or parting with possession of the Leased Premises only, cancel and terminate this Lease with respect to such part, in each case as of a termination date to be stipulated in the notice of termination which shall be ninety (90) days following giving of such notice. In such event the Tenant shall surrender the whole or part, as the case may be, of the Leased Premises in accordance with such notice of termination and Base Rent and Additional Rent shall be apportioned and paid to the date of surrender and, if only a any part of the Leased Premises is surrendered, Base Rent and Additional Rent shall, after the date of surrender, xxxxx proportionately. If the Landlord does not elect to terminate as aforesaid and if consent to sublease or assign will be grantedthereof, the Tenant may assign or sublet, as the case may be, only upon the terms and aforesaid rights referred to the party set out in the offer submitted to the Landlord as aforesaid. If the Landlord elects to terminate, the Tenant may withdraw its request for consent by notice to the Landlord given within five (5) days after the Landlord's notice of election in which event the Landlord's notice of election shall be automatically become null and void and the Tenant shall not proceed with the assigning or subletting for which such consent was requestedvoid.

Assignments and Sublettings. The Tenant covenants with the Landlord that it will not assign, sublet, licence or part with the possession of the Leased Premises or any part thereof, or share the occupation of the Leased Premises, or any part thereof, without the consent of the Landlord in writing first had and obtained such consent not to be unreasonably or arbitrarily withheld or delayed. Provided that as a condition of the granting of its consent, the Landlord may require any assignee, subtenant, licensee or occupant of the Leased Premises to execute an agreement whereby he, it or they attorn to and become the tenants of the Landlord as if he, it or they had executed this Lease, or, except in the case of an absolute assignment of this Lease, to execute an acknowledgement that all the sublessee's or undertenant's estate, right and interest in and to the Leased Premises absolutely terminates upon the surrender, release, disclaimer or merger of this Lease notwithstanding the provisions of the Landlord and Tenant Commercial Tenancies Act of Ontario, R.S.O. 1980, Chapter 232 L-7 and amendments thereof with specific reference to Paragraphs 21 and 39 (2) thereof, or other similar statute. The Tenant shall furnish to the Landlord copies of any assignment, sublease, licence or other agreement herein contemplated. Notwithstanding any other provision in this section, no assignment, subletting, licensing or parting with possession of the Leased Premises shall in any way release or be deemed to release the Tenant (or any guarantor hereof) from their obligations under the terms of this Lease. Provided further that the proposed assignee, subtenant, licensee or occupant of the Leased Premises shall be required to provide reasonable financial statements or other financial information as the Landlord may require. It is agreed that the Landlord may consider in determining whether to grant consent among other matters, the following: the personal and business history of the proposed assignee, occupant, sublessee and its key employees. The Tenant agrees to pay the reasonable legal fees of the Landlord's solicitor relating to the preparation of the Landlord's consent, and determination as to whether to give the consent. In the event of any sub-letting subletting by the Tenant by virtue of which the Tenant receives rent in the form of cash, goods, services or other considerations from the sub-tenant subtenant which is higher than the rent payable hereunder to the Landlord for the premises so sub-letsublet, the Tenant shall pay any such excess to the Landlord, in addition to all rent and other costs payable hereunder, for the period of time during which the said subtenant remains in possession of the premises sub-let sublet to it. If the Tenant herein shall receive from any assignee of this leaseLease, either directly or indirectly, any consideration for the assignment of this leaseLease, either in the form of cash, goods or services, the Tenant shall forthwith pay an amount equivalent to such consideration to the Landlord and same shall be deemed to be further Additional Rent hereunder. Notwithstanding In the above provisions, within ten (10) business days after the receipt by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunder, the Landlord shall have the right upon written notice of termination submitted to event the Tenant to, if the request is intends to sublet or assign this Lease or sublet the whole of the Leased Premises, cancel and terminate it shall not advertise the rental, if the proposed rental is less than Base Rental payable hereunder. In calculating whether there is any additional consideration payable by an assignee or sublessee as hereinbefore provided, no deduction shall be made for any commission payable to any agent or other party. If the Landlord has granted to the Tenant, named on page 1 of this Lease, any first rights of refusal, exclusive rights or tooptions to lease additional space or to purchase, if it is agreed and understood that upon the request is to sublet a part Tenant assigning, subletting, licensing or parting with possession of the Leased Premises only, cancel and terminate this Lease with respect to such part, in each case as of a termination date to be stipulated in the notice of termination which shall be ninety (90) days following giving of such notice. In such event the Tenant shall surrender the whole or part, as the case may be, of the Leased Premises in accordance with such notice of termination and Base Rent and Additional Rent shall be apportioned and paid to the date of surrender and, if only a any part of the Leased Premises is surrendered, Base Rent and Additional Rent shall, after the date of surrender, xxxxx proportionately. If the Landlord does not elect to terminate as aforesaid and if consent to sublease or assign will be grantedthereof, the Tenant may assign or sublet, as the case may be, only upon the terms and aforesaid rights referred to the party set out in the offer submitted to the Landlord as aforesaid. If the Landlord elects to terminate, the Tenant may withdraw its request for consent by notice to the Landlord given within five (5) days after the Landlord's notice of election in which event the Landlord's notice of election shall be automatically become null and void and the Tenant shall not proceed with the assigning or subletting for which such consent was requestedvoid.

Assignments and Sublettings. The Tenant covenants with the Landlord that it will not assign, sublet, licence or part with the possession of the Leased Premises or any part thereof, or share the occupation of the Leased Premises, or any part thereof, without the consent of the Landlord in writing first had and obtained such consent not to be unreasonably or arbitrarily withheld or delayed. Provided that as a condition of the granting of its consent, the Landlord may require any assignee, subtenant, licensee or occupant of the Leased Premises to execute an agreement whereby he, it or they attorn to and become the tenants of the Landlord as if he, it or they had executed this Lease, or, except in the case of an absolute assignment of this Lease, to execute an acknowledgement that all the sublessee's or undertenant's estate, right and interest in and to the Leased Premises absolutely terminates upon the surrender, release, disclaimer or merger of this Lease notwithstanding the provisions of the Landlord and Tenant Act of Ontario, R.S.O. 1980X.X.X. 0000, Chapter 232 XX.0 and amendments thereof with specific reference to Paragraphs 21 and 39 (2) thereof, or other similar statute. The Tenant shall furnish to the Landlord copies of any assignment, sublease, licence or other agreement herein contemplated. Notwithstanding any other provision in this section, no assignment, subletting, licensing or parting with possession of the Leased Premises shall in any way release or be deemed to release the Tenant (or any guarantor hereof) from their obligations under the terms of this Lease. Provided further that the proposed assignee, subtenant, licensee or occupant of the Leased Premises shall be required to provide reasonable financial statements or other financial information as the Landlord may require. It is agreed that the Landlord may consider in determining whether to grant consent among other matters, the following: the personal and business history of the proposed assignee, occupant, sublessee and its key employees. The Tenant agrees to pay the reasonable legal fees of the Landlord's solicitor relating to the preparation of the Landlord's consent, and determination as to whether to give the consent. If by sale, transfer or other disposition of its shares, the control of the Tenant is altered so that 51% of the shares are transferred in any manner, then same shall be deemed as an assignment and the provisions of this paragraph shall apply. The Tenant covenants and agrees to advise the Landlord forthwith if such a transfer is contemplated. In the event of any sub-letting by the Tenant by virtue of which the Tenant receives rent in the form of cash, goods, services or other considerations from the sub-tenant which is higher than the rent payable hereunder to the Landlord for the premises so sub-let, the Tenant shall pay any such excess to the Landlord, in addition to all rent and other costs payable hereunder, for the period of time during which the said subtenant remains in possession of the premises sub-let to it. If the Tenant herein shall receive from any assignee of this lease, either directly or indirectly, any consideration for the assignment of this lease, either in the form of cash, goods or services, the Tenant shall forthwith pay an amount equivalent to such consideration to the Landlord and same shall be deemed to be further Additional Rent hereunder. In the event of any proposed assignment or subletting of the Leased Premises by the Tenant, the Landlord shall not be obligated to consider such a proposal nor be required to consent to same, unless the base rent payable by the proposed assignee or sublessee is, in the sole discretion of the Landlord, at the then current market rate for similar space in the immediate and surrounding area. In no event shall the Tenant be required to sublease or assign this Lease at a base rental rate in excess of the Base Rent payable hereunder. In calculating whether there is any additional consideration payable by an assignee or sublessee as hereinbefore provided, no deduction shall be made for any commission payable to any agent or other party. If the Landlord has granted to the Tenant, named on page 1 of this Lease, any first rights of refusal, exclusive rights or options to lease additional space or to purchase, it is agreed and understood that upon the Tenant assigning, subletting, licensing or parting with possession of the Leased Premises or any part thereof, the aforesaid rights referred to shall automatically become null and void. Notwithstanding the above provisions, within ten (10) business days after the receipt by the Landlord of such request for consent and of all information which the Landlord shall have requested hereunder, the Landlord shall have the right upon written notice of termination submitted to the Tenant to, if the request is to assign this Lease or sublet the whole of the Leased Premises, cancel and terminate this Lease, or to, if the request is to sublet a part of the Leased Premises only, cancel and terminate this Lease with respect to such part, in each case as of a termination date to be stipulated in the notice of termination which shall be ninety (90) days following giving of such notice. In such event the Tenant shall surrender the whole or part, as the case may be, of the Leased Premises in accordance with such notice of termination and Base Rent and Additional Rent shall be apportioned and paid to the date of surrender and, if only a part of the Leased Premises is surrendered, Base Rent and Additional Rent shall, after the date of surrender, xxxxx proportionately. If the Landlord does not elect to terminate as aforesaid and if consent to sublease or assign will be granted, the Tenant may assign or sublet, as the case may be, only upon the terms and to the party set out in the offer submitted to the Landlord as aforesaid. If the Landlord elects to terminate, the Tenant may withdraw its request for consent by notice to the Landlord given within five (5) days after the Landlord's notice of election in which event the Landlord's notice of election shall be null and void and the Tenant shall not proceed with the assigning or subletting for which such consent was requested.