Common use of Assumption by Transferee Clause in Contracts

Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, shall assume all obligations of Tenant under this Lease arising after the date of transfer, as provided in this Subparagraph 11(1), and shall be and remain liable jointly and severally with Tenant for the payment of 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; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable to Landlord for rent-only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such termination. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord a counterpart of the Assignment and an instrument that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Subparagraph 11(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 above.

Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, Transferee under an Assignment shall assume all obligations of Tenant under this Lease arising after the date of transfer, as provided in this Subparagraph 11(1), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent Basic Rent, additional rent and Additional Chargesother charges, and for the performance of all the termsother provisions of this Lease. Each Transferee under a Sublease, covenantsother than Landlord, conditions and agreements herein contained on Tenant’s part to be performed for the Term; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable subject to Landlord for rent-only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such terminationLease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord shall receive a counterpart of the Assignment and an instrument in recordable form that contains a covenant of assumption by the assignee Transferee reasonably satisfactory in substance and form to Landlord, Landlord and consistent with the requirements of this Subparagraph 11(i), Section 18 but the failure or refusal of the assignee Transferee to execute such instrument of assumption shall not release or discharge the assignee Transferee from its liability as set forth above. Tenant shall reimburse Landlord, within fifteen (15) days after Tenant’s receipt of an invoice therefor, for any reasonable out-of-pocket costs that Landlord may incur in connection with any proposed Assignment or Sublease, including Landlord’s reasonable attorneys’ fees and the costs of investigating the acceptability of any proposed Transferee, not to exceed $2,000 per Sublease or Assignment.

Assumption by Transferee. Each assigneeTransferee, sublessee including an Affiliate or other transfereeMerged Entity, other than Landlord, under an Assignment shall assume all obligations of Tenant under this Lease arising after the date of transfer, as provided in this Subparagraph 11(1), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent Rent, additional rent and Additional Chargesother charges, and for the performance of all the termsother provisions of this Lease. Each Transferee, covenantsincluding an Affiliate or Merged Entity, conditions and agreements herein contained on Tenant’s part to be performed for the Term; providedunder a Sublease, howeverother than Landlord, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable subject to Landlord for rent-only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such terminationLease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord shall receive a counterpart of the Assignment and an instrument in recordable form that contains a covenant of assumption by the assignee Transferee, including an Affiliate or Merged Entity, reasonably satisfactory in substance and form to Landlord, Landlord and consistent with the requirements of this Subparagraph 11(i), Section 19 but the failure or refusal of the assignee Transferee to execute such instrument of assumption shall not release or discharge the assignee Transferee from its liability as set forth above. Tenant shall reimburse Landlord, within fifteen (15) days after Tenant's receipt of an invoice therefor, for any costs that Landlord may actually and reasonably incur in connection with any proposed Assignment or Sublease, including Landlord's reasonable attorneys' fees and the costs of investigating the acceptability of any proposed Transferee.

Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, Transferee under an Assignment shall assume all obligations of Tenant under this Lease arising after the date of transfer, as provided in this Subparagraph 11(1), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent Basic Rent, additional rent and Additional Chargesother charges, and for the performance of all the termsother provisions of this Lease. Each Transferee under a Sublease, covenantsother than Landlord, conditions and agreements herein contained on Tenant’s part to be performed for the Term; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable subject to Landlord for rent-only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such terminationLease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord shall receive a counterpart of the Assignment and an instrument in recordable form that contains a covenant of assumption by the assignee Transferee reasonably satisfactory in substance and form to Landlord, Landlord and consistent with the requirements of this Subparagraph 11(i), Section 16 but the failure or refusal of the assignee Transferee to execute such instrument of assumption shall not release or discharge the assignee Transferee from its liability as set forth above. Tenant shall reimburse Landlord, within fifteen (15) days after Tenant’s receipt of an invoice therefor, for any costs that Landlord may incur in connection with any proposed Assignment or Sublease, including Landlord’s reasonable attorneys’ fees and the costs of investigating the acceptability of any proposed Transferee; provided, however, that if the documents and supporting data will only require the preparation, delivery and execution of Landlord’s standard form of consent to such Assignment or Sublease without material negotiation, then such legal fees shall not exceed Two Thousand Five Hundred Dollars ($2,500.00).