Consent to Certain Transfers. Lessor acknowledges that Lessee, as sublessor, intends to enter into subleases with the parties identified on SCHEDULE 22.2, as sublessees, with respect to the Facilities identified on such Schedule. Lessor consents to such subleases provided that all such sublease agreements satisfy all of the requirements set forth in this Lease and otherwise are satisfactory in form and substance to Lessor. The conditions set forth in the immediately preceding sentence shall be deemed satisfied as to any sublease with respect to which Lessor has executed and delivered a Consent and Non-Disturbance Agreement in substantially the form of EXHIBIT F. Notwithstanding any such sublease, Lessee and Guarantor shall remain fully liable for the performance of all terms, covenants and provisions of this Lease.
Consent to Certain Transfers. Without the prior written consent of the Blackstone Investors (which consent shall not be unreasonably withheld), the MLGA Investors shall not sell, assign, transfer, grant a participation in, pledge or otherwise dispose of, in one transaction or any series of related transactions, to any single purchaser or to any "group" (as defined under the Exchange Act and the rules and regulations promulgated thereunder), 25% or more of the number of shares of Common Stock owned by the MLGA Investors immediately following the Subsequent Closing (as such number shall be adjusted to account for stock splits, dividends, subdivisions, combinations, reclassifications or similar transactions effected by the Issuer after the Subsequent Closing). If the Blackstone Investors do not respond to a written notice from the MLGA Investors of their intention to transfer such shares within five (5) Business Days after receiving such written notice, the Blackstone Investors shall be deemed to have consented to the transfer. The provisions of this Section 3.5 shall not apply to any sale or transfer of Common Stock by the MLGA Investors to the Issuer or in connection with any transfer to the partners of the MLGA Investors upon a distribution to partners of Common Stock. The provisions of this Section 3.5 shall terminate upon the occurrence of an Initial Public Offering.
Consent to Certain Transfers. Lessor acknowledges that Lessee, as sublessor, intends to enter into subleases with the parties identified on Schedule 22.2 hereto, as sublessees, with respect to the Facilities identified on such Schedule. Lessor consents to such subleases provided that all such sublease agreements satisfy all of the requirements set forth in this Lease and otherwise are satisfactory in form and substance to Lessor. The conditions set forth in the immediately preceding sentence shall be deemed satisfied as to any sublease with respect to which Lessor has executed and delivered a Consent and Non-Disturbance Agreement in substantially the form of EXHIBIT F attached hereto.
Consent to Certain Transfers. Notwithstanding any other provision of this Agreement to the contrary, each party hereto acknowledges and consents to a transfer of the Units (including the grant of a lien or security interest on and in the Units or pledge thereof, and the sale, transfer or other disposition of the Units in exercise of such lien, security interest or pledge) insofar as such transfer is required in connection with a financing arrangement to which the Partnership is a party or has otherwise been approved by the General Partner.
Consent to Certain Transfers
