Common use of BNPPLC’s Consent Required Clause in Contracts

BNPPLC’s Consent Required. Without the prior consent of BNPPLC, LRC will not assign, transfer, mortgage, pledge or hypothecate this Lease or any interest of LRC hereunder and will not sublet all or any part of the Property, by operation of law or otherwise, except as follows: (1) During the Term, so long as no Event of Default has occurred and is continuing, LRC may sublet (a) to Affiliates of LRC, or (b) any useable space in then existing and completed building Improvements to Persons who are not LRC’s Affiliates, subject to the conditions that (i) any such sublease by LRC must be made expressly subject and subordinate to the terms hereof, (ii) the sublease must have a term equal to or less than the remainder of the then effective Term of this Lease, and (iii) the use permitted by the sublease must be expressly limited to uses consistent with subparagraph 2(A) or other uses approved in advance by BNPPLC as uses that will not present any extraordinary risk of uninsured environmental or other liability. (2) During the Term, so long as no Event of Default has occurred and is continuing, LRC may assign all of its rights under this Lease and the other Operative Documents to an Affiliate of LRC, subject to the conditions that (a) the assignment must be in writing and must unconditionally provide that the Affiliate assumes all of LRC’s obligations hereunder and thereunder, and (b) LRC must execute an unconditional guaranty of the obligations assumed by the Affiliate in form satisfactory to BNPPLC, confirming (x) that notwithstanding the assignment LRC will remain primarily liable for all of the obligations undertaken by LRC under the Operative Documents, (y) that such guaranty is a guaranty of payment and performance and not merely of collection, and (z) that LRC waives to the extent permitted by Applicable Law all defenses otherwise available to guarantors or sureties.

BNPPLC’s Consent Required. Without the prior consent of BNPPLC, LRC NAI will not assign, transfer, mortgage, pledge or hypothecate this Lease or any interest of LRC NAI hereunder and will not sublet all or any part of the Property, by operation of law or otherwise, except as follows: (1) During the Term, so long as no Event of Default has occurred and is continuing, LRC NAI may sublet (a) to Affiliates of LRCNAI, or (b) any no more than thirty-three percent (33%) (computed on the basis of square footage) of the useable space in then existing and completed building Improvements to Persons who are not LRCNAI’s Affiliates, subject to the conditions that (i) any such sublease by LRC NAI must be made expressly subject and subordinate to the terms hereof, (ii) the sublease must have a term equal to or less than the remainder of the then effective Term of this Lease, and (iii) the use permitted by the sublease must be expressly limited to uses consistent with subparagraph 2(A) or other uses approved in advance by BNPPLC as uses that will not present any extraordinary risk of uninsured environmental or other liability. (2) During the Term, so long as no Event of Default has occurred and is continuing, LRC NAI may assign all of its rights under this Lease and the other Operative Documents to an Affiliate of LRCNAI, subject to the conditions that (a) the assignment must be in writing and must unconditionally provide that the Affiliate assumes all of LRCNAI’s obligations hereunder and thereunder, and (b) LRC NAI must execute an unconditional guaranty of the obligations assumed by the Affiliate in form satisfactory to BNPPLC, confirming (x) that notwithstanding the assignment LRC NAI will remain primarily liable for all of the obligations undertaken by LRC NAI under the Operative Documents, (y) that such guaranty is a guaranty of payment and performance and not merely of collection, and (z) that LRC NAI waives to the extent permitted by Applicable Law all defenses otherwise available to guarantors or sureties.

BNPPLC’s Consent Required. Without the prior consent of BNPPLC, LRC ChoicePoint will not assign, transfer, mortgage, pledge or hypothecate this Lease or any interest of LRC ChoicePoint hereunder and will not sublet all or any part of the Property, by operation of law or otherwise, except as follows: (1) During the Term, so So long as no Event of Default has occurred and is continuing, LRC ChoicePoint may sublet (a) to Affiliates of LRCChoicePoint, or (b) any no more than thirty-three percent (33%) (computed on the basis of square footage) of the useable space in then existing and completed building Improvements to Persons who are not LRCChoicePoint’s Affiliates, subject to the conditions that (i) any such sublease by LRC ChoicePoint must be made expressly subject and subordinate to the terms hereof, (ii) the sublease must have a term equal to or less than the remainder of the then effective Term of this Lease, and (iii) the use permitted by the sublease must be expressly limited to uses consistent with subparagraph 2(A) or other uses approved in advance by BNPPLC as uses that will not present any extraordinary risk of uninsured environmental or other liability. (2) During the Term, so So long as no Event of Default has occurred and is continuing, LRC ChoicePoint may assign all of its rights under this Lease and the other Operative Documents to an Affiliate of LRCChoicePoint, subject to the conditions that (a) the assignment must be in writing and must unconditionally provide that the Affiliate assumes all of LRCChoicePoint’s obligations hereunder and thereunder, and (b) LRC ChoicePoint must execute an unconditional guaranty of the obligations assumed by the Affiliate in form satisfactory to BNPPLC, confirming (x) that notwithstanding the assignment LRC ChoicePoint will remain primarily liable for all of the obligations undertaken by LRC ChoicePoint under the Operative Documents, (y) that such guaranty is a guaranty of payment and performance and not merely of collection, and (z) that LRC ChoicePoint waives to the extent permitted by Applicable Law all defenses otherwise available to guarantors or sureties.

BNPPLC’s Consent Required. Without the prior consent of BNPPLC, LRC NAI will not assign, transfer, mortgage, pledge or hypothecate this Lease or any interest of LRC NAI hereunder and will not sublet all or any part of the Property, by operation of law or otherwise, except as follows: (1) During the Term, so long as no Event of Default has occurred and is continuing, LRC NAI may sublet (a) to Affiliates of LRCNAI, or (b) any or all useable space in then existing and completed building Improvements to Persons who are not LRCNAI’s Affiliates, subject to the conditions that (i) any such sublease by LRC NAI must be made expressly subject and subordinate to the terms hereof, (ii) the sublease must have a term equal to or less than the remainder of the then effective Term of this Lease, and (iii) the use permitted by the sublease must be expressly limited to uses consistent with subparagraph 2(A) or other uses approved in advance by BNPPLC as uses that will not present any extraordinary risk of uninsured environmental or other liability. (2) During the Term, so long as no Event of Default has occurred and is continuing, LRC NAI may assign all of its rights under this Lease and the other Operative Documents to an Affiliate of LRCNAI, subject to the conditions that (a) the assignment must be in writing and must unconditionally provide that the Affiliate assumes all of LRCNAI’s obligations hereunder and thereunder, and (b) LRC NAI must execute an unconditional guaranty of the obligations assumed by the Affiliate in form satisfactory to BNPPLC, confirming (x) that notwithstanding the assignment LRC NAI will remain primarily liable for all of the obligations undertaken by LRC NAI under the Operative Documents, (y) that such guaranty is a guaranty of payment and performance and not merely of collection, and (z) that LRC NAI waives to the extent permitted by Applicable Law all defenses otherwise available to guarantors or sureties.

BNPPLC’s Consent Required. Without the prior consent of BNPPLC, LRC NAI will not assign, transfer, mortgage, pledge or hypothecate this Lease or any interest of LRC NAI hereunder and will not sublet all or any part of the Property, by operation of law or otherwise, except as follows: (1) During the Term, so So long as no 97-10/Event has occurred and no Event of Default has occurred and is continuing, LRC NAI may sublet (a) to Affiliates of LRCNAI, or (b) any no more than thirty-three percent (33%) (computed on the basis of square footage) of the useable space in then existing and completed building Improvements to Persons who are not LRCNAI’s Affiliates, subject to the conditions that (i) any such sublease by LRC NAI must be made expressly subject and subordinate to the terms hereof, (ii) the sublease must have a term equal to or less than the remainder of the then effective Term of this Lease, and (iii) the use permitted by the sublease must be expressly limited to uses consistent with subparagraph 2(A) or other uses approved in advance by BNPPLC as uses that will not present any extraordinary risk of uninsured environmental or other liability. (2) During the Term, so So long as no 97-10/Event has occurred and no Event of Default has occurred and is continuing, LRC NAI may assign all of its rights under this Lease and the other Operative Documents to an Affiliate of LRCNAI, subject to the conditions that (a) the assignment must be in writing and must unconditionally provide that the Affiliate assumes all of LRCNAI’s obligations hereunder and thereunder, and (b) LRC NAI must execute an unconditional guaranty of the obligations assumed by the Affiliate in form satisfactory to BNPPLC, confirming (x) that notwithstanding the assignment LRC NAI will remain primarily liable for all of the obligations undertaken by LRC NAI under the Operative Documents, (y) that such guaranty is a guaranty of payment and performance and not merely of collection, and (z) that LRC NAI waives to the extent permitted by Applicable Law all defenses otherwise available to guarantors or sureties.

BNPPLC’s Consent Required. Without the prior consent of BNPPLC, LRC NAI will not assign, transfer, mortgage, pledge or hypothecate this Lease or any interest of LRC NAI hereunder and will not sublet all or any part of the Property, by operation of law or otherwise, except as follows: (1) During the Term, so So long as no 97-10/Meltdown Event has occurred and no Event of Default has occurred and is continuing, LRC NAI may sublet (a) to Affiliates of LRCNAI, or (b) any no more than thirty-three percent (33%) (computed on the basis of square footage) of the useable space in then existing and completed building Improvements to Persons who are not LRCNAI’s Affiliates, subject to the conditions that (i) any such sublease by LRC NAI must be made expressly subject and subordinate to the terms hereof, (ii) the sublease must have a term equal to or less than the remainder of the then effective Term of this Lease, and (iii) the use permitted by the sublease must be expressly limited to uses consistent with subparagraph 2(A) or other uses approved in advance by BNPPLC as uses that will not present any extraordinary risk of uninsured environmental or other liability. (2) During the Term, so So long as no 97-10/Meltdown Event has occurred and no Event of Default has occurred and is continuing, LRC NAI may assign all of its rights under this Lease and the other Operative Documents to an Affiliate of LRCNAI, subject to the conditions that (a) the assignment must be in writing and must unconditionally provide that the Affiliate assumes all of LRCNAI’s obligations hereunder and thereunder, and (b) LRC NAI must execute an unconditional guaranty of the obligations assumed by the Affiliate in form satisfactory to BNPPLC, confirming (x) that notwithstanding the assignment LRC NAI will remain primarily liable for all of the obligations undertaken by LRC NAI under the Operative Documents, (y) that such guaranty is a guaranty of payment and performance and not merely of collection, and (z) that LRC NAI waives to the extent permitted by Applicable Law all defenses otherwise available to guarantors or sureties.