County Consent Requirements; Factors and Standards. Lessee shall not (i) sublet the Premises or any part thereof; (ii) permit any transfer, assignment, pledge, or encumbrance of this Agreement; (iii) transfer, assign, pledge, or otherwise encumber or subordinate this Agreement or any rights or obligations hereunder; or (iv) allow same to be assigned by operation of law or otherwise (collectively, any such action hereinafter referenced as an “Assignment”) without the Port Department’s prior written consent, which consent may be granted or withheld by the Port Department in its sole discretion and conditioned upon such additional terms and conditions as the Port Department deems necessary. The factors upon which the Port Department may base its decision on whether to grant such consent shall include, but not be limited to: (i) an assessment of whether the proposed assignee meets standards of creditworthiness; (ii) whether the Premises will be used in connection with the maritime industry for the purposes described herein; and (iii) an assessment of the ability of the proposed assignee to perform the obligations under this Agreement. In the event of any request for an Assignment by Xxxxxx, the proposed assignee shall be required to execute a written assumption lease, agreeing to assume and abide by all of the terms and provisions of this Agreement, which assumption lease must be acceptable to the Port Department. County shall not unreasonably withhold its consent to an Assignment. In no case will an Assignment be granted if a default by Lessee shall have occurred and remain uncured.
County Consent Requirements; Factors and Standards. Lessee shall not (i) sublet the Premises or any part thereof; or (ii) permit any transfer, assignment, pledge, or encumbrance of this Lease; or (iii) transfer, assign, pledge, or otherwise encumber or subordinate this Lease or any rights or obligations hereunder; or (iv) allow same to be assigned by operation of law or otherwise (any such action being called an "Assignment") without the prior written consent of the Port Department, which consent shall not be unreasonably withheld. The factors upon which the Port Department may base its decision on whether to grant such consent shall include, but not be limited to, (i) an assessment of whether the proposed assignee meets standards of creditworthiness, (ii) whether the Premises will be used in connection with the maritime industry for the purposes described herein, and (iii) an assessment of the ability of the proposed assignee, sublessee or transferee to perform Lessee's obligations under this Lease. In the event of any Assignment, the assignee, sublessee, or transferee shall be required to execute a written assumption agreement containing a covenant of assumption of all liabilities and obligations of this Lease, which assumption agreement must be acceptable to the Port Department. The Port Department's consent under this article shall not be unreasonably withheld. In no case will an Assignment be granted if a default by Lessee shall have occurred and remain uncured. Notwithstanding anything to the contrary in this Lease, Lessor acknowledges and agrees that the Premises may be occupied by one or more subsidiaries, parents or affiliates of Lessee (collectively "Affiliates") pursuant to occupancy agreement(s) or license agreement(s) entered into by Lessee and such Affiliate, and Lessor agrees that the execution of such agreement(s) will not be deemed to be an assignment of this Lease, a sublease of the Premises, or any other transfer of the Premises that requires Lessor's consent under the terms of the Lease.
