Common use of Assumption by Assignee Clause in Contracts

Assumption by Assignee. Each assignee pursuant to an Assignment as provided in this Paragraph 10 shall assume all obligations of Tenant under this Lease that arise or accrue from and after the effective date of such Assignment, and shall be and remain liable jointly and severally with Tenant for the payment of Monthly Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant’s part to be performed for the Term. No Assignment shall be binding on Landlord unless the assignee or Tenant shall deliver to Landlord a counterpart of the Assignment and an instrument (in recordable form if required by any Mortgagee or ground lessor) that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph 10(g), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth herein. Notwithstanding anything to the contrary in this Lease, no Sublease shall be binding on Landlord unless and until Landlord agrees in writing following termination of this Lease to recognize such sublessee (which agreement Landlord shall not be obligated to enter into) and such sublessee agrees in writing to attorn to Landlord on the terms and conditions of the sublease (including the obligations under this Lease to the extent that they relate to the portion of the Premises subleased). Any Sublease entered into by Tenant hereunder shall include an obligation by the sublessee to so attorn to Landlord if Landlord, in Landlord’s sole discretion, elects to recognize such Sublease upon CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. any termination of this Lease and agrees to not disturb subtenant’s rights or possession under the Sublease being recognized, and Landlord’s consent to any Sublease shall be conditioned upon such obligation by the sublessee.

Assumption by Assignee. Each assignee pursuant to an Assignment as provided in this Paragraph 10 9 shall assume all obligations of Tenant under this Lease that arise or accrue from and after the effective date of such Assignment, and shall be and remain liable jointly and severally with Tenant for the payment of Monthly Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant’s 's part to be performed for the Term. No Assignment shall be binding on Landlord unless the assignee or Tenant shall deliver to Landlord a counterpart of the Assignment and an instrument (in recordable form if required by any Mortgagee or ground lessor) that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph 10(g9(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth hereinabove. Notwithstanding anything to the contrary in this Lease, no Sublease shall be binding on Landlord unless and until Landlord agrees shall agree in writing following termination of this Lease to recognize such sublessee (which agreement Landlord shall not be obligated to enter into) and such sublessee agrees in writing to attorn to Landlord on the terms and conditions of the sublease (including the obligations under this Lease to the extent that they relate to the portion of the Premises subleased). Any Sublease entered into by Tenant hereunder shall include an obligation by the sublessee to so attorn to Landlord if Landlord, in Landlord’s sole discretion, elects to recognize such Sublease upon CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. any termination of this Lease and agrees to not disturb subtenant’s rights or possession under the Sublease being recognized, and Landlord’s consent to any Sublease shall be conditioned upon such obligation by the sublessee.under

Assumption by Assignee. Each assignee pursuant to an Assignment as provided in this Paragraph 10 9 shall assume all obligations of Tenant under this Lease that arise or accrue from and after the effective date of such Assignment, and shall be and remain liable jointly and severally with Tenant for the payment of Monthly Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant’s 's part to be performed for the Term. No Assignment shall be binding on Landlord unless the assignee or Tenant shall deliver to Landlord a counterpart of the Assignment and an instrument (in recordable form if required by any Mortgagee or ground lessor) that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph 10(g9(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth hereinabove. Notwithstanding anything to the contrary in this Lease, no Sublease shall be binding on Landlord unless and until Landlord agrees shall agree in writing following termination of this Lease to recognize such sublessee (which agreement Landlord shall not be obligated to enter into) and such sublessee agrees in writing to attorn to Landlord on the terms and conditions of the sublease (including the obligations under this Lease to the extent that they relate to the portion of the Premises subleased). Any , and any Sublease entered into by Tenant hereunder shall include an obligation by the sublessee to so attorn to Landlord if Landlord, in Landlord’s 's sole discretion, elects to recognize such Sublease upon CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. any termination of this Lease and agrees to not disturb subtenant’s 's rights or possession under the Sublease being recognized, and Landlord’s consent to any Sublease shall be conditioned upon such obligation by the sublessee.

Assumption by Assignee. Each assignee The Assignee hereby assumes, and agrees to perform, any and all liabilities and obligations of the Assignor incurred with respect to the Assigned Rocky Mountain Interests. This assumption shall terminate (except with respect to any liability or obligation which has accrued prior to such termination) on the expiration or earlier termination of the Facility Lease Term. Simultaneously herewith, Oglethorpe is executing and delivering the Rocky Mountain Agreements Second Re-assignment pursuant to an Assignment as provided in this Paragraph 10 shall which Oglethorpe will assume and agree to perform any and all liabilities and obligations of Tenant the Assignee incurred with respect to the Assigned Rocky Mountain Interests resulting from the Assignee's assumption of the liabilities and the obligations of the Assignor under this Lease Section 3. The Assignor acknowledges such assumption and agreement by Oglethorpe and agrees that arise or accrue from and after during the effective date period of such Assignmentthe assumption and agreement by Oglethorpe pursuant to the Rocky Mountain Agreements Second Re-assignment, and (i) by entering into the Rocky Mountain Agreements Second Re-assignment the Assignee shall be and remain liable jointly and severally deemed to have complied with Tenant for all duties or obligations with respect to the payment liabilities or obligations assumed or agreed to be performed by the Assignee in respect of Monthly Base Rent and Additional Chargesthe Assigned Rocky Mountain Interests under this Section 3, and for (ii) any default by Oglethorpe in the performance of all the terms, covenants, conditions liabilities and agreements herein contained on Tenant’s part obligations assumed and agreed to be performed for the Term. No Assignment shall be binding on Landlord unless the assignee or Tenant shall deliver to Landlord a counterpart of the Assignment and an instrument (by Oglethorpe in recordable form if required by any Mortgagee or ground lessor) that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent accordance with the requirements of this Paragraph 10(g), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth herein. Notwithstanding anything to the contrary in this Lease, no Sublease shall be binding on Landlord unless and until Landlord agrees in writing following termination of this Lease to recognize such sublessee (which agreement Landlord Rocky Mountain Agreements Second Re-assignment shall not be obligated (or be deemed to enter intobe) a default by the Assignee in the performance of the liabilities and such sublessee agrees in writing obligations assumed and agreed to attorn to Landlord be performed by the Assignee under this Section 3 and (iii) the consequences of any action or inaction on the terms part of Oglethorpe (other than full and conditions complete performance) in the performance of the sublease (including liabilities and obligations assumed and agreed to be performed by Oglethorpe in accordance with the obligations under this Lease Rocky Mountain Agreements Second Re-assignment, or otherwise with respect to the extent that they relate Assigned Rocky Mountain Interests, shall not be attributed to the portion of Assignee (including, without limitation, any Liens, incurred, assumed or suffered to exist by Oglethorpe on the Premises subleasedAssigned Rocky Mountain Interests). Any Sublease entered into by Tenant hereunder shall include an obligation by the sublessee to so attorn to Landlord if Landlord, in Landlord’s sole discretion, elects to recognize such Sublease upon CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. any termination of this Lease and agrees to not disturb subtenant’s rights or possession under the Sublease being recognized, and Landlord’s consent to any Sublease shall be conditioned upon such obligation by the sublessee.

Assumption by Assignee. Each assignee The Assignee hereby assumes, and agrees to perform, any and all liabilities and obligations of the Assignor incurred with respect to the Assigned Rocky Mountain Interests, recourse with respect to such obligations to be limited to the Assignee's interest in the Undivided Interest with respect to any obligations based on circumstances occurring prior to the termination of the Facility Lease. This assumption shall terminate (except with respect to any liability or obligation which has accrued prior to such termination) on the expiration or earlier termination of the Head Lease Term. Simultaneously herewith, RMLC is executing and delivering the Rocky Mountain Agreements Re-assignment pursuant to an Assignment as provided in this Paragraph 10 shall which RMLC will assume and agree to perform any and all liabilities and obligations of Tenant the Assignee incurred with respect to the Assigned Rocky Mountain Interests resulting from the Assignee's assumption of the liabilities and the obligations of the Assignor under this Lease Section 3. The Assignor acknowledges such assumption and agreement by RMLC and agrees that arise or accrue from and after during the effective date period of such Assignmentthe assumption and agreement by RMLC pursuant to the Rocky Mountain Agreements Re-assignment, (i) by entering into the Facility Lease and the Rocky Mountain Agreements Re-assignment, the Assignee shall be and remain liable jointly and severally deemed to have complied with Tenant for all duties or obligations with respect to the payment liabilities or obligations assumed or agreed to be performed by the Assignee in respect of Monthly Base Rent and Additional Chargesthe Assigned Rocky Mountain Interests under this Section 3, and for (ii) any default by RMLC in the performance of all the terms, covenants, conditions liabilities and agreements herein contained on Tenant’s part obligations assumed and agreed to be performed for the Term. No Assignment shall be binding on Landlord unless the assignee or Tenant shall deliver to Landlord a counterpart of the Assignment and an instrument (by RMLC in recordable form if required by any Mortgagee or ground lessor) that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent accordance with the requirements of this Paragraph 10(g)Rocky Mountain Agreements Re-assignment, but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth herein. Notwithstanding anything to the contrary in this Lease, no Sublease shall be binding on Landlord unless and until Landlord agrees in writing following termination of this Lease to recognize such sublessee (which agreement Landlord shall not be obligated (or be deemed to enter intobe) a default by the Assignee in the performance of the liabilities and such sublessee agrees in writing obligations assumed and agreed to attorn to Landlord be performed by the Assignee under this Section 3 and (iii) the consequences of any action or inaction on the terms part of RMLC (other than full and conditions complete performance) in the performance of the sublease (including liabilities and obligations assumed and agreed to be performed by RMLC in accordance with the obligations under this Lease Rocky Mountain Agreements Re-assignment, or otherwise with respect to the extent that they relate Assigned Rocky Mountain Interests, shall not be attributed to the portion of Assignee (including, without limitation, any Liens, incurred, assumed or suffered to exist by RMLC on the Premises subleasedAssigned Rocky Mountain Interests). Any Sublease entered into by Tenant hereunder shall include an obligation by the sublessee to so attorn to Landlord if Landlord, in Landlord’s sole discretion, elects to recognize such Sublease upon CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. any termination of this Lease and agrees to not disturb subtenant’s rights or possession under the Sublease being recognized, and Landlord’s consent to any Sublease shall be conditioned upon such obligation by the sublessee.