Consent of Prime Landlord. This Sublease shall not be an effective, binding and enforceable agreement as between the parties hereto until Prime Landlord executes the consent form attached to this Sublease and made a part hereof. Following Tenant's execution of this Sublease, Landlord shall request the written consent by Prime Landlord to this Sublease. The signature of the Prime Landlord on the consent form at the end of this document shall constitute its consent to the terms of this Sublease. Landlord makes no representation with respect to obtaining the required consents, and, in the event that Prime Landlord notifies Landlord that it will not give such consent, Landlord will notify Tenant and, upon receipt of such notification by Landlord of the disapproval by Prime Landlord, this Sublease shall be deemed null and void and without force or effect, and Landlord and Tenant shall have no further obligations or liabilities to the other with respect to this Sublease. Whenever in this Sublease Tenant is required to obtain Landlord's consent or approval, Tenant understands that Landlord may be required to first obtain the consent or approval of Prime Landlord. If Prime Landlord shall refuse such consent or approval, Landlord shall be released of any obligation to grant its consent or approval whether or not Prime Landlord's refusal, in Tenant's opinion, is arbitrary or unreasonable.
Appears in 1 contract
Samples: Sublease Agreement (Biopure Corp)
Consent of Prime Landlord. (i) This Sublease shall not be an effective, binding and enforceable agreement as between is subject to the parties hereto until consent of both Prime Landlord executes and Bank of America, N.A. (the consent form attached “Mortgagee”) to this Sublease in accordance with or as required by the terms of the Prime Lease and made the existing mortgage upon the Real Property and/or Building and any subordination, non-disturbance and attornment agreement executed in connection therewith, including, without limitation, the SNDA (collectively, the “Mortgage”), and shall have no effect until both Prime Landlord and Mortgagee, if required, shall have given their written consent to this Sublease in a part hereofform reasonably satisfactory to Sublandlord and Subtenant (the “Consent”). Following Tenant's execution In connection therewith, Subtenant shall furnish all information pertaining to the Subtenant requested by Prime Landlord or Mortgagee and reasonably cooperate with Sublandlord in its efforts to obtain the Consent from Prime Landlord and Mortgagee, to the extent such information has not already been provided to Sublandlord. Sublandlord shall have no obligation to pay any fee or charge of any nature whatsoever not specifically required to be paid under the Prime Lease in connection with or as a condition to obtaining such Consent and shall suffer and incur no liability to Subtenant for its failure to obtain such Consent. Notwithstanding anything in this Section 11(g) to the contrary, if the Consent of Prime Landlord and Mortgagee, if applicable and required, is not fully executed and received by all parties within ten (10) days after the Effective Date of this Sublease, Landlord Sublandlord and Subtenant shall, until such time as the Consent hereto is received, have the right to terminate this Sublease upon notice to the other, in which event any amounts paid by Subtenant to Sublandlord hereunder shall request be returned to Subtenant and neither party hereto shall thereafter have any further obligations to the written consent by Prime Landlord to other in respect of this Sublease. The signature of the Prime Landlord on , except for any obligations which expressly or by their nature survive such termination.
(ii) Subtenant agrees that in all instances in which the consent form at the end or approval of this document shall constitute its consent Sublandlord is required pursuant to the terms of this Sublease. Landlord makes no representation with respect to obtaining the required consents, and, in the event that Prime Landlord notifies Landlord that it will not give such consent, Landlord will notify Tenant and, upon receipt of such notification by Landlord of the disapproval by Prime Landlord, this Sublease shall be deemed null hereof and void and without force or effect, and Landlord and Tenant shall have no further obligations or liabilities to the other with respect to this Sublease. Whenever in this Sublease Tenant is required to obtain Landlord's consent or approval, Tenant understands that Landlord may be required to first obtain (x) the consent or approval of Prime Landlord is required under the Prime Lease for the same act or thing, or (y) the consent or approval of Mortgagee is required under the Mortgage for the same act or thing, Subtenant must obtain Sublandlord’s prior written consent notwithstanding the obtaining of Prime Landlord. If ’s and/or Mortgagee’s consent, and Sublandlord (in addition to any other conditions Sublandlord may be allowed to impose) may condition its approval on the granting by Prime Landlord and/or Mortgagee of its consent or approval to such act or thing. Except to the extent otherwise expressly set forth herein to the contrary, Subtenant agrees that Sublandlord shall refuse not have any duty or responsibility with respect to obtaining the consent or approval of Prime Landlord and/or Mortgagee when the same is required under the terms of the Prime Lease or the Mortgage, other than the transmission by Sublandlord to Prime Landlord and/or Mortgagee of Subtenant’s request for such consent or approval, Landlord shall be released of any obligation to grant its consent or approval whether or not Prime Landlord's refusal, in Tenant's opinion, is arbitrary or unreasonable.
Appears in 1 contract
Samples: Sublease (Accuride Corp)
Consent of Prime Landlord. (a) This Sublease is subject to the consent of Prime Landlord in accordance with the terms of the Prime Lease and shall not be an effective, binding and enforceable agreement as between the parties hereto have no effect until Prime Landlord executes shall have given its consent in the consent form attached to this Sublease and made a part hereof. Following Tenant's execution of this Sublease, Landlord shall request the written consent required by Prime Landlord and this Sublease is executed by and delivered to both Sublandlord and Subtenant. Upon execution and delivery of this Sublease by both parties, Sublandlord shall seek Prime Landlord’s consent to this Sublease. The signature of In connection therewith, Subtenant shall furnish all information pertaining to the Subtenant requested by Prime Landlord on the consent form at the end of this document shall constitute its consent pursuant to the terms of the Prime Lease and reasonably cooperate with Sublandlord in its efforts to obtain written consent to this Sublease. Landlord makes no representation with respect to obtaining the required consents, and, in the event that Prime Landlord notifies Landlord that it will not give such consent, Landlord will notify Tenant and, upon receipt of such notification by Landlord of the disapproval by Sublease from Prime Landlord, this Sublease shall be deemed null and void and without force or effect, and Landlord and Tenant . Sublandlord shall have no obligation to pay any fee or charge of any nature whatsoever not specifically required to be paid under the Prime Lease in connection with or as a condition to obtaining such consent and shall suffer and incur no liability to Subtenant for its failure to obtain such consent. Notwithstanding anything in this Sublease to the contrary, if the consent of Prime Landlord is not received within thirty (30) days after the execution and delivery hereof, either Sublandlord or Subtenant shall, until such time as Prime Landlord’s consent hereto is received, have the right to terminate this Sublease upon notice to the other, in which event any amounts paid by Subtenant to Sublandlord hereunder shall be returned to Subtenant, and neither party hereto shall thereafter have any further obligations or liabilities to the other with in respect to of this Sublease. Whenever .
(b) Subtenant agrees that in this Sublease Tenant all instances in which the consent or approval of Sublandlord is required pursuant to obtain Landlord's consent or approval, Tenant understands that Landlord may be required to first obtain the terms hereof and the consent or approval of Prime Landlord is required under the Prime Lease for the same act or thing, Subtenant must obtain Sublandlord’s prior written consent notwithstanding the obtaining of Prime Landlord. If ’s consent, and Sublandlord (in addition to any other conditions Sublandlord may be allowed to impose) may condition its approval on the granting by Prime Landlord of its consent or approval to such act or thing. Except to the extent otherwise expressly set forth herein to the contrary, Subtenant agrees that Sublandlord shall refuse not have any duty or responsibility with respect to obtaining the consent or approval of Prime Landlord when the same is required under the terms of the Prime Lease, other than the transmission by Sublandlord to Prime Landlord of Subtenant’s request for such consent or approval, Landlord shall be released of any obligation to grant its consent or approval whether or not Prime Landlord's refusal, in Tenant's opinion, is arbitrary or unreasonable.
Appears in 1 contract
Consent of Prime Landlord. This Sublease shall not be an effective, binding and enforceable agreement as between the parties hereto until Prime Landlord executes Amendment is subject to the consent form attached to this Sublease and made a part hereof. Following Tenant's execution of this Sublease, Landlord shall request the written consent by Prime Landlord to this Sublease. The signature Amendment in accordance with the terms of the Prime Landlord on the consent form at the end of this document shall constitute its consent to the terms of this Sublease. Landlord makes no representation with respect to obtaining the required consents, Lease and, in the event that Prime Landlord notifies Landlord that it will not give such consentexcept for this paragraph, Landlord will notify Tenant and, upon receipt of such notification by Landlord of the disapproval by Prime Landlord, this Sublease shall be deemed null and void and without force or effect, and Landlord and Tenant shall have no effect until Prime Landlord shall have given its written consent to this Amendment in a form reasonably satisfactory to both Sublandlord and Subtenant (the “Consent”), and this Sublease is executed by and delivered to both Sublandlord and Subtenant. In connection therewith, Subtenant shall reasonably cooperate with Sublandlord in its efforts to obtain the Consent to this Amendment from Prime Landlord. Sublandlord shall have no obligation to pay any fee or charge of any nature whatsoever not specifically required to be paid under the Prime Lease in connection with or as a condition to obtaining such Consent and shall suffer and incur no liability to Subtenant for its failure to obtain such Consent. Notwithstanding anything in this Section 3(f) to the contrary, if the Consent of Prime Landlord is not received within thirty (30) days, after the later of (x) the execution and delivery hereof and (y) the receipt by Prime Landlord of all information requested by it in accordance with the request for its Consent hereto pursuant to Section 12.3.2 of the Prime Lease, either Sublandlord or Subtenant shall, until such time as Prime Landlord’s Consent hereto is received, have the right to terminate this Amendment upon notice to the other, in which event neither party hereto shall thereafter have any further obligations or liabilities to the other with in respect to of this Sublease. Whenever in this Sublease Tenant is required to obtain Landlord's consent Amendment, except for any obligations which expressly or approval, Tenant understands that Landlord may be required to first obtain the consent or approval of Prime Landlord. If Prime Landlord shall refuse by their nature survive such consent or approval, Landlord shall be released of any obligation to grant its consent or approval whether or not Prime Landlord's refusal, in Tenant's opinion, is arbitrary or unreasonabletermination.
Appears in 1 contract
Samples: Sublease (Emdeon Inc.)