Common use of EFFECT OF LANDLORD'S CONSENT Clause in Contracts

EFFECT OF LANDLORD'S CONSENT. No subletting or assignment, even with the consent of Landlord, shall relieve Tenant of its personal and primary obligation to pay rent and to perform all of the other obligations to be performed by Tenant hereunder, and Aruba Networks, Inc. hereby agrees as follows in connection with any assignment of this Lease: (a) The liability of Aruba Networks, Inc. under this Lease shall be primary, and in any right of action which shall accrue to Landlord under this Lease, Landlord may, at its option, proceed against Aruba Networks, Inc. without having commenced any action or obtained any judgment against an assignee. Aruba Networks, Inc. further agrees that it may be joined in any action against an assignee in connection with the said obligations of assignee and recovery may be had against Aruba Networks, Inc. in any such action. Aruba Networks, Inc. hereby expressly waives the benefits and defenses under California Civil Code Sections 2821, 2839, 2847, 2848, 2849 and 2855 to the fullest extent permitted by applicable law. (b) If an assignee is in default of its obligations under this Lease, Landlord may proceed against either Aruba Networks, Inc. or the assignee, or both, or Landlord may enforce against Aruba Networks, Inc. or the assignee any rights that Landlord has under the Lease, in equity or under applicable law. If the Lease terminates due to an assignees default or bankruptcy or similar debtor protection law, Landlord may enforce this Lease against Aruba Networks, Inc., even if Landlord would be unable to enforce it against the assignee. Aruba Networks, Inc. specifically agrees and understands that Landlord may proceed forthwith and immediately against an assignee or against Aruba Networks, Inc. following any default by an assignee. Aruba Networks, Inc. hereby waives all benefits and defenses under California Civil Code Sections 2845, 2848, 2849 and 2850, including without limitation: (i) the right to require Landlord to proceed against an assignee, proceed against or exhaust any security that Building C Landlord holds from an assignee or pursue any other remedy in Landlord’s power; (ii) any defense to its obligations hereunder based on the termination or limitation of an assignee’s liability; and (iii) all notices of the existence, creation, or incurring of new or additional obligations. Landlord shall have the right to enforce this Lease regardless of the release or discharge of an assignee by Landlord or by operation of any law relating to protection of debtors, bankruptcy, assignments for the benefit of creditors, or insolvency. (c) The obligations of Aruba Networks, Inc. under this Lease shall remain in full force and effect and Aruba Networks, Inc. shall not be discharged or limited by any of the following events with respect to an assignee or Aruba Networks, Inc.: (i) insolvency, bankruptcy, reorganization arrangement, adjustment, composition, assignment for the benefits of creditors, liquidation, winding up or dissolution (each a “Financial Proceeding”); of (ii) any merger, acquisition, consolidation or change in entity structure, or any sale, lease, transfer, or other disposition of any entity’s assets, or any sale or other transfer of interests in the entity (each an “Event of Reorganization”); or (iii) any sale, exchange, assignment, hypothecation or other transfer, in whole or in part, of Landlord’s interest in the Leased Premises or the Lease. Without limiting the foregoing, Aruba Networks, Inc. hereby expressly waives the benefits and defenses under any statute or judicial decision (including but not limited to the case styled In Re Arden, 176 F. 3d 1226 (9th Cir. 1999)) that would otherwise (i.e., were it not for such waiver) permit Aruba Networks, Inc. to claim or obtain the benefit of any so called “capped claim” available to an assignee in any Financial Proceeding. If all or any portion of the obligations guaranteed hereunder are paid or performed and all or any part of such payment or performance is avoided or recovered, directly or indirectly, from Landlord as a preference, fraudulent transfer or otherwise, then Aruba Networks, Inc.’s obligations hereunder shall continue and remain in full force and effect as to any such avoided or recovered payment or performance. (d) The provisions of this Lease may be changed by agreement between Landlord and an assignee without the consent of or notice to Aruba Networks, Inc. This Lease may be assigned by Landlord or an assignee, and the Leased Premises, or a portion thereof, may be sublet by an assignee, all in accordance with the provisions of this Lease, without the consent of or notice to Aruba Networks, Inc. Aruba Networks, Inc. shall remain primarily liable for the performance of the Lease so assigned. Without limiting the generality of the foregoing, Aruba Networks, Inc. waives the rights and benefits of California Civil Code Sections 2819 and 2820 with respect to any change to the Lease between Landlord and an assignee, and agrees that by doing so Aruba Networks, Inc.’s liability shall continue even if (i) Landlord and an assignee alter any Lease obligations, or (ii) Aruba Networks, Inc.’s remedies or rights against an assignee are impaired or suspended without Aruba Networks, Inc.’s consent by such alteration of Lease obligations. Consent by Landlord to one or more assignments of Tenant’s interest in this Lease or to one or more sublettings of the Leased Premises shall not be deemed to be a consent to any subsequent assignment or subletting. No subtenant shall have any right to assign its sublease or to further sublet any portion of the sublet premises or to permit any portion of the sublet premises to be used or occupied by any other party. No sublease may be terminated or modified during any period that Tenant is in monetary or material non-monetary default under this Lease, without Landlord’s prior written consent. If Landlord shall have been ordered by a court of competent jurisdiction to consent to a requested assignment or subletting, or such an assignment or subletting shall have been ordered by a court of competent jurisdiction over the objection of Landlord, such assignment or subletting shall not be binding between the assignee (or sublessee) and Landlord until such time as all conditions set forth in Paragraph 7.4 above have been fully satisfied (to the extent not then satisfied) by the assignee or sublessee, including, without limitation, the payment to Landlord of all agreed assignment considerations and/or excess rentals then due Landlord.

EFFECT OF LANDLORD'S CONSENT. No subletting or assignment, even with the consent of Landlord, shall relieve Tenant of its personal and primary obligation to pay rent and to perform all of the other obligations to be performed by Tenant hereunder, and Aruba Networks, Inc. Tenant hereby agrees as follows in connection with any assignment of this Lease: (a) The liability of Aruba Networks, Inc. Tenant under this Lease shall be primary, and in any right of action which shall accrue to Landlord under this Lease, Landlord may, at its option, proceed against Aruba Networks, Inc. Tenant without having commenced any action or obtained any judgment against an assignee. Aruba Networks, Inc. Tenant further agrees that it may be joined in any action against an assignee in connection with the said obligations of assignee and recovery may be had against Aruba Networks, Inc. Tenant in any such action. Aruba Networks, Inc. Tenant hereby expressly waives the benefits and defenses under California Civil Code Sections 2821, 2839, 2847, 2848, 2849 and 2855 to the fullest extent permitted by applicable law. (b) If an assignee is in default of its obligations under this Lease, Landlord may proceed against either Aruba Networks, Inc. Tenant or the assignee, or both, or Landlord may enforce against Aruba Networks, Inc. Tenant or the assignee any rights that Landlord has under the this Lease, in equity or under applicable law. If the this Lease terminates due to an assignees assignee’s default or bankruptcy or similar debtor protection law, Landlord may enforce this Lease against Aruba Networks, Inc.Tenant, even if Landlord would be unable to enforce it against the assignee. Aruba Networks, Inc. Tenant specifically agrees and understands that Landlord may proceed forthwith and immediately against an assignee or against Aruba Networks, Inc. Tenant following any default by an assignee. Aruba Networks, Inc. Tenant hereby waives all benefits and defenses under California Civil Code Sections 2845, 2848, 2849 and 2850, including without limitation: (i) the right to require Landlord to proceed against an assignee, proceed against or exhaust any security that Building C Landlord holds from an assignee or pursue any other remedy in Landlord’s power; (ii) any defense to its obligations hereunder based on the termination or limitation of an assignee’s liability; and (iii) all notices of the existence, creation, or incurring of new or additional obligations. Landlord shall have the right to enforce this Lease regardless of the release or discharge of an assignee by Landlord or by operation of any law relating to protection of debtors, bankruptcy, assignments for the benefit of creditors, or insolvency. (c) The obligations of Aruba Networks, Inc. under this Lease shall remain in full force and effect and Aruba Networks, Inc. shall not be discharged or limited by any of the following events with respect to an assignee or Aruba Networks, Inc.: (i) insolvency, bankruptcy, reorganization arrangement, adjustment, composition, assignment for the benefits of creditors, liquidation, winding up or dissolution (each a “Financial Proceeding”); of (ii) any merger, acquisition, consolidation or change in entity structure, or any sale, lease, transfer, or other disposition of any entity’s assets, or any sale or other transfer of interests in the entity (each an “Event of Reorganization”); or (iii) any sale, exchange, assignment, hypothecation or other transfer, in whole or in part, of Landlord’s interest in the Leased Premises or the Lease. Without limiting the foregoing, Aruba Networks, Inc. hereby expressly waives the benefits and defenses under any statute or judicial decision (including but not limited to the case styled In Re Arden, 176 F. 3d 1226 (9th Cir. 1999)) that would otherwise (i.e., were it not for such waiver) permit Aruba Networks, Inc. to claim or obtain the benefit of any so called “capped claim” available to an assignee in any Financial Proceeding. If all or any portion of the obligations guaranteed hereunder are paid or performed and all or any part of such payment or performance is avoided or recovered, directly or indirectly, from Landlord as a preference, fraudulent transfer or otherwise, then Aruba Networks, Inc.’s obligations hereunder shall continue and remain in full force and effect as to any such avoided or recovered payment or performance. (d) The provisions of this Lease may be changed by agreement between Landlord and an assignee without the consent of or notice to Aruba Networks, Inc. This Lease may be assigned by Landlord or an assignee, and the Leased Premises, or a portion thereof, may be sublet by an assignee, all in accordance with the provisions of this Lease, without the consent of or notice to Aruba Networks, Inc. Aruba Networks, Inc. shall remain primarily liable for the performance of the Lease so assigned. Without limiting the generality of the foregoing, Aruba Networks, Inc. waives the rights and benefits of California Civil Code Sections 2819 and 2820 with respect to any change to the Lease between Landlord and an assignee, and agrees that by doing so Aruba Networks, Inc.’s liability shall continue even if (i) Landlord and an assignee alter any Lease obligations, or (ii) Aruba Networks, Inc.’s remedies or rights against an assignee are impaired or suspended without Aruba Networks, Inc.’s consent by such alteration of Lease obligations. Consent by Landlord to one or more assignments of Tenant’s interest in this Lease or to one or more sublettings of the Leased Premises shall not be deemed to be a consent to any subsequent assignment or subletting. No subtenant shall have any right to assign its sublease or to further sublet any portion of the sublet premises or to permit any portion of the sublet premises to be used or occupied by any other party. No sublease may be terminated or modified during any period that Tenant is in monetary or material non-monetary default under this Lease, without Landlord’s prior written consent. If Landlord shall have been ordered by a court of competent jurisdiction to consent to a requested assignment or subletting, or such an assignment or subletting shall have been ordered by a court of competent jurisdiction over the objection of Landlord, such assignment or subletting shall not be binding between the assignee (or sublessee) and Landlord until such time as all conditions set forth in Paragraph 7.4 above have been fully satisfied (to the extent not then satisfied) by the assignee or sublessee, including, without limitation, the payment to Landlord of all agreed assignment considerations and/or excess rentals then due Landlord.Building 3

EFFECT OF LANDLORD'S CONSENT. No subletting or assignment, even with the consent of Landlord, shall relieve Tenant of its personal and primary obligation to pay rent and to perform all of the other obligations to be performed by Tenant hereunder, and Aruba Networks, Inc. hereby agrees as follows in connection with any assignment of this Lease: (a) The liability of Aruba Networks, Inc. under this Lease shall be primary, and in any right of action which shall accrue to Landlord under this Lease, Landlord may, at its option, proceed against Aruba Networks, Inc. without having commenced any action or obtained any judgment against an assignee. Aruba Networks, Inc. further agrees that it may be joined in any action against an assignee in connection with the said obligations of assignee and recovery may be had against Aruba Networks, Inc. in any such action. Aruba Networks, Inc. hereby expressly waives the benefits and defenses under California Civil Code Sections 2821, 2839, 2847, 2848, 2849 and 2855 to the fullest extent permitted by applicable law. (b) If an assignee is in default of its obligations under this Lease, Landlord may proceed against either Aruba Networks, Inc. or the assignee, or both, or Landlord may enforce against Aruba Networks, Inc. or the assignee any rights that Landlord has under the Lease, in equity or under applicable law. If the Lease terminates due to an assignees default or bankruptcy or similar debtor Building D protection law, Landlord may enforce this Lease against Aruba Networks, Inc., even if Landlord would be unable to enforce it against the assignee. Aruba Networks, Inc. specifically agrees and understands that Landlord may proceed forthwith and immediately against an assignee or against Aruba Networks, Inc. following any default by an assignee. Aruba Networks, Inc. hereby waives all benefits and defenses under California Civil Code Sections 2845, 2848, 2849 and 2850, including without limitation: (i) the right to require Landlord to proceed against an assignee, proceed against or exhaust any security that Building C Landlord holds from an assignee or pursue any other remedy in Landlord’s power; (ii) any defense to its obligations hereunder based on the termination or limitation of an assignee’s liability; and (iii) all notices of the existence, creation, or incurring of new or additional obligations. Landlord shall have the right to enforce this Lease regardless of the release or discharge of an assignee by Landlord or by operation of any law relating to protection of debtors, bankruptcy, assignments for the benefit of creditors, or insolvency. (c) The obligations of Aruba Networks, Inc. under this Lease shall remain in full force and effect and Aruba Networks, Inc. shall not be discharged or limited by any of the following events with respect to an assignee or Aruba Networks, Inc.: (i) insolvency, bankruptcy, reorganization arrangement, adjustment, composition, assignment for the benefits of creditors, liquidation, winding up or dissolution (each a “Financial Proceeding”); of (ii) any merger, acquisition, consolidation or change in entity structure, or any sale, lease, transfer, or other disposition of any entity’s assets, or any sale or other transfer of interests in the entity (each an “Event of Reorganization”); or (iii) any sale, exchange, assignment, hypothecation or other transfer, in whole or in part, of Landlord’s interest in the Leased Premises or the Lease. Without limiting the foregoing, Aruba Networks, Inc. hereby expressly waives the benefits and defenses under any statute or judicial decision (including but not limited to the case styled In Re Arden, 176 F. 3d 1226 (9th Cir. 1999)) that would otherwise (i.e., were it not for such waiver) permit Aruba Networks, Inc. to claim or obtain the benefit of any so called “capped claim” available to an assignee in any Financial Proceeding. If all or any portion of the obligations guaranteed hereunder are paid or performed and all or any part of such payment or performance is avoided or recovered, directly or indirectly, from Landlord as a preference, fraudulent transfer or otherwise, then Aruba Networks, Inc.’s obligations hereunder shall continue and remain in full force and effect as to any such avoided or recovered payment or performance. (d) The provisions of this Lease may be changed by agreement between Landlord and an assignee without the consent of or notice to Aruba Networks, Inc. This Lease may be assigned by Landlord or an assignee, and the Leased Premises, or a portion thereof, may be sublet by an assignee, all in accordance with the provisions of this Lease, without the consent of or notice to Aruba Networks, Inc. Aruba Networks, Inc. shall remain primarily liable for the performance of the Lease so assigned. Without limiting the generality of the foregoing, Aruba Networks, Inc. waives the rights and benefits of California Civil Code Sections 2819 and 2820 with respect to any change to the Lease between Landlord and an assignee, and agrees that by doing so Aruba Networks, Inc.’s liability shall continue even if (i) Landlord and an assignee alter any Lease obligations, or (ii) Aruba Networks, Inc.’s remedies or rights against an assignee are impaired or suspended without Aruba Networks, Inc.’s consent by such alteration of Lease obligations. Consent by Landlord to one or more assignments of Tenant’s interest in this Lease or to one or more sublettings of the Leased Premises shall not be deemed to be a consent to any subsequent assignment or subletting. No subtenant shall have any right to assign its sublease or to further sublet any portion of the sublet premises or to permit any portion of the sublet premises to be used or occupied by any other party. No sublease may be terminated or modified during any period that Tenant is in monetary or material non-monetary default under this Lease, without Landlord’s prior written consent. If Landlord shall have been ordered by a court of competent jurisdiction to consent to a requested assignment or subletting, or such an assignment or subletting shall have been ordered by a court of competent jurisdiction over the objection of Landlord, such assignment or subletting shall not be binding between the assignee (or sublessee) and Landlord until such time as all conditions set forth in Paragraph 7.4 above have been fully satisfied (to the extent not then satisfied) by the assignee or sublessee, including, without limitation, the payment to Landlord of all agreed assignment considerations and/or excess rentals then due Landlord.

EFFECT OF LANDLORD'S CONSENT. No subletting or assignment, even with the consent of Landlord, shall relieve Tenant of its personal and primary obligation to pay rent and to perform all of the other obligations to be performed by Tenant hereunder, and Aruba Networks, Inc. Tenant hereby agrees as follows in connection with any assignment of this Lease: (a) The liability of Aruba Networks, Inc. Tenant under this Lease shall be primary, and in any right of action which shall accrue to Landlord under this Lease, Landlord may, at its option, proceed against Aruba Networks, Inc. Tenant without having commenced any action or obtained any judgment against an assignee. Aruba Networks, Inc. Tenant further agrees that it may be joined in any action against an assignee in connection with the said obligations of assignee and recovery may be had against Aruba Networks, Inc. Tenant in any such action. Aruba Networks, Inc. Tenant hereby expressly waives the benefits and defenses under California Civil Code Sections 2821, 2839, 2847, 2848, 2849 and 2855 to the fullest extent permitted by applicable law. (b) If an assignee is in default of its obligations under this Lease, Landlord may proceed against either Aruba Networks, Inc. Tenant or the assignee, or both, or Landlord may enforce against Aruba Networks, Inc. Tenant or the assignee any rights that Landlord has under the Lease, in equity or under applicable law. If the Lease terminates due to an assignees default or bankruptcy or similar debtor protection law, Landlord may enforce this Lease against Aruba Networks, Inc.Tenant, even if Landlord would be unable to enforce it against the assignee. Aruba Networks, Inc. Tenant specifically agrees and understands that Landlord may proceed forthwith and immediately against an assignee or against Aruba Networks, Inc. Tenant following any default by an assignee. Aruba Networks, Inc. Tenant hereby waives all benefits and defenses under California Civil Code Sections 2845, 2848, 2849 and 2850, including without limitation: (i) the right to require Landlord to proceed against an assignee, proceed against or exhaust any security that Building C Landlord holds from an assignee or pursue any other remedy in Landlord’s power; (ii) any defense to its obligations hereunder based on the termination or limitation of an assignee’s liability; and (iii) all notices of the existence, creation, or incurring of new or additional obligations. Landlord shall have the right to enforce this Lease regardless of the release or discharge of an assignee by Landlord or by operation of any law relating to protection of debtors, bankruptcy, assignments for the benefit of creditors, or insolvency. (c) The obligations of Aruba Networks, Inc. under this Lease shall remain in full force and effect and Aruba Networks, Inc. shall not be discharged or limited by any of the following events with respect to an assignee or Aruba Networks, Inc.: (i) insolvency, bankruptcy, reorganization arrangement, adjustment, composition, assignment for the benefits of creditors, liquidation, winding up or dissolution (each a “Financial Proceeding”); of (ii) any merger, acquisition, consolidation or change in entity structure, or any sale, lease, transfer, or other disposition of any entity’s assets, or any sale or other transfer of interests in the entity (each an “Event of Reorganization”); or (iii) any sale, exchange, assignment, hypothecation or other transfer, in whole or in part, of Landlord’s interest in the Leased Premises or the Lease. Without limiting the foregoing, Aruba Networks, Inc. hereby expressly waives the benefits and defenses under any statute or judicial decision (including but not limited to the case styled In Re Arden, 176 F. 3d 1226 (9th Cir. 1999)) that would otherwise (i.e., were it not for such waiver) permit Aruba Networks, Inc. to claim or obtain the benefit of any so called “capped claim” available to an assignee in any Financial Proceeding. If all or any portion of the obligations guaranteed hereunder are paid or performed and all or any part of such payment or performance is avoided or recovered, directly or indirectly, from Landlord as a preference, fraudulent transfer or otherwise, then Aruba Networks, Inc.’s obligations hereunder shall continue and remain in full force and effect as to any such avoided or recovered payment or performance. (d) The provisions of this Lease may be changed by agreement between Landlord and an assignee without the consent of or notice to Aruba Networks, Inc. This Lease may be assigned by Landlord or an assignee, and the Leased Premises, or a portion thereof, may be sublet by an assignee, all in accordance with the provisions of this Lease, without the consent of or notice to Aruba Networks, Inc. Aruba Networks, Inc. shall remain primarily liable for the performance of the Lease so assigned. Without limiting the generality of the foregoing, Aruba Networks, Inc. waives the rights and benefits of California Civil Code Sections 2819 and 2820 with respect to any change to the Lease between Landlord and an assignee, and agrees that by doing so Aruba Networks, Inc.’s liability shall continue even if (i) Landlord and an assignee alter any Lease obligations, or (ii) Aruba Networks, Inc.’s remedies or rights against an assignee are impaired or suspended without Aruba Networks, Inc.’s consent by such alteration of Lease obligations. Consent by Landlord to one or more assignments of Tenant’s interest in this Lease or to one or more sublettings of the Leased Premises shall not be deemed to be a consent to any subsequent assignment or subletting. No subtenant shall have any right to assign its sublease or to further sublet any portion of the sublet premises or to permit any portion of the sublet premises to be used or occupied by any other party. No sublease may be terminated or modified during any period that Tenant is in monetary or material non-monetary default under this Lease, without Landlord’s prior written consent. If Landlord shall have been ordered by a court of competent jurisdiction to consent to a requested assignment or subletting, or such an assignment or subletting shall have been ordered by a court of competent jurisdiction over the objection of Landlord, such assignment or subletting shall not be binding between the assignee (or sublessee) and Landlord until such time as all conditions set forth in Paragraph 7.4 above have been fully satisfied (to the extent not then satisfied) by the assignee or sublessee, including, without limitation, the payment to Landlord of all agreed assignment considerations and/or excess rentals then due Landlord.and