LANDLORD ASSIGNMENT. Section 30.01 This Lease shall be fully assignable by Landlord or its successors and assigns, subject to the terms of Article 27 and this Article 30. In the event that from time to time Landlord desires to assign its interest in this Lease with respect to the Demised Properties (including to one or more Affiliates of Landlord), then Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of lease agreement, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of Landlord’s duties, obligations and liabilities hereunder, from and after the date of such transfer (the “Landlord Assignment and Assumption Agreement”). In such event, Landlord shall provide Tenant with a fully executed copy of any such Landlord Assignment and Assumption Agreement within five (5) Business Days after the mutual execution thereof. In addition, Tenant shall execute and deliver (or cause to be executed and delivered, as applicable) to Landlord any other instruments and documents requested by Landlord in connection with the assignment, including any commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoing, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignment. From and after the effective date of any such Landlord Assignment and Assumption Agreement, Landlord shall be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent the transferee of Landlord’s interest under this Lease assumes Landlord’s performance, liabilities and expenses under this Lease. In no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereof. Without limiting the foregoing, Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties covered by a Landlord Assignment and Assumption Agreement to provide (or have a Landlord’s Affiliate provide) asset management and/or act as servicer regarding the Demised Properties.
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Samples: Collateral Access Agreement (Forterra, Inc.), Collateral Access Agreement (Forterra, Inc.)
LANDLORD ASSIGNMENT. Section 30.01 This Lease shall be fully assignable by Landlord or its successors and assigns, in whole or in part, subject to the terms of Article 27 and this Article 30. In the event that from time to time Landlord desires to assign partially its interest in this Lease with respect to one or more of the Demised Properties (including to one or more Affiliates of Landlord), then (a) Landlord shall determine in its sole discretion, the Base Rent allocated to any Demised Properties covered by the partial assignment (the “Allocated Base Rent Amount”), (b) Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of lease agreementagreement (or landlord assignment lease agreements, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of Landlord’s dutiesdiscretion) in the form attached hereto as Exhibit E with respect to any such Demised Properties (each, obligations and liabilities hereunder, from and after the date of such transfer (the a “Landlord Assignment and Assumption Lease Agreement”); (c) upon the assignment by Landlord, this Lease shall be amended to exclude any such Demised Properties from this Lease, and the Base Rent hereunder shall be reduced by the Allocated Base Rent Amount; and (d) the Base Rent payable under the Landlord Assignment Lease Agreement (or Landlord Assignment Lease Agreements) shall equal the Allocated Base Rent Amount. In such event, Landlord Tenant shall provide Tenant with a fully executed copy of execute any such new Landlord Assignment and Assumption Lease Agreement within five (5) Business Days after the mutual delivery to Tenant of an execution version thereof. In addition, Tenant shall execute and deliver (or cause to be executed and delivered, as applicable) to Landlord any other instruments and documents requested by Landlord in connection with the assignment, including any commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoing, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignment. From and after the effective date of any such Landlord Assignment and Assumption Lease Agreement, Landlord shall be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent the transferee of Landlord’s interest under this Lease assumes Landlord’s performance, liabilities and expenses under this LeaseDemised Properties covered thereby. In no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereofLease Agreement. Without limiting the foregoing, (x) Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties Property covered by a Landlord Assignment and Assumption Lease Agreement to provide (or have a Landlord’s Affiliate provide) asset management and/or act as servicer regarding such Demised Property; (y) Tenant acknowledges that any Landlord Assignment Lease Agreement may be, in Landlord’s sole discretion, a “master lease” agreement covering multiple Demised Properties (which Landlord Assignment Lease Agreement may include, in Landlord’s sole discretion, (i) language materially identical to that contained in Recital D and Section 30.03 of this Lease, even if such language does not appear in the Demised Properties.form of Landlord Assignment Lease Agreement attached hereto as MASTER LAND AND BUILDING LEASE (Pool 2)
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LANDLORD ASSIGNMENT. Section 30.01 This Lease shall be fully assignable by Landlord or its successors and assigns, in whole or in part, subject to the terms of Article 27 and this Article 30. In the event that from time to time Landlord desires to assign partially its interest in this Lease with respect to one or more of the Demised Properties (including to one or more Affiliates of Landlord), then (a) Landlord shall determine in its sole discretion, the Base Rent allocated to any Demised Properties covered by the partial assignment (the “Allocated Base Rent Amount”), (b) Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of lease agreementagreement (or landlord assignment lease agreements, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of Landlord’s dutiesdiscretion) in the form attached hereto as Exhibit E with respect to any such Demised Properties (each, obligations and liabilities hereunder, from and after the date of such transfer (the a “Landlord Assignment and Assumption Lease Agreement”); (c) upon the assignment by Landlord, this Lease shall be amended to exclude any such Demised Properties from this Lease, and the Base Rent hereunder shall be reduced by the Allocated Base Rent Amount; and (d) the Base Rent payable under the Landlord Assignment Lease Agreement (or Landlord Assignment Lease Agreements) shall equal the Allocated Base Rent Amount. In such event, Landlord Tenant shall provide Tenant with a fully executed copy of execute any such new Landlord Assignment and Assumption Lease Agreement within five (5) Business Days after the mutual delivery to Tenant of an execution version thereof. In addition, Tenant shall execute and deliver (or cause to be executed and delivered, as applicable) to Landlord any other instruments and documents requested by Landlord in connection with the assignment, including any commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoing, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignment. From and after the effective date of any such Landlord Assignment and Assumption Lease Agreement, Landlord shall be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent the transferee of Landlord’s interest under this Lease assumes Landlord’s performance, liabilities and expenses under this LeaseDemised Properties covered thereby. In no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereofLease Agreement. Without limiting the foregoing, (x) Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties Property covered by a Landlord Assignment and Assumption Lease Agreement to provide (or have a Landlord’s Affiliate provide) asset management and/or act as servicer regarding the Demised Properties.MASTER LAND AND BUILDING LEASE (Pool 1)
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LANDLORD ASSIGNMENT. Section 30.01 38.01 This Lease shall be fully assignable by the Landlord or its successors and and/or assigns, in whole or in part, subject to the terms of Article 27 XXXIV and this Article 30Article. In the event that from time to time Landlord desires to partially assign its interest in this the Lease with respect to the Demised Properties (including to one or more Affiliates of Landlord)the Demised Properties, then (a) Landlord will determine the Base Rent allocated to any Demised Properties to be covered by the partial assignment (the “Proposed Allocated Base Rent Amount”) and Landlord shall inform Tenant in writing of the Proposed Allocated Base Rent Amount; then Tenant shall reply in writing to Landlord within five (5) business days after delivery thereof either (i) confirming its acceptance of the Proposed Allocated Base Rent Amount and such confirmed amount shall be the “Allocated Base Rent Amount” or (ii) rejecting such Proposed Allocated Base Rent Amounts due to the same directly causing potential capital lease accounting treatment in a detailed explanation reasonably satisfactory to Landlord and proposing an amount that is as close as possible to the Proposed Allocated Base Rent Amount without triggering potential capital lease accounting treatment and such proposed amount shall be the “Allocated Base Rent Amount,” and if Tenant fails to reply to Landlord within such five business day period, the Proposed Allocated Base Rent Amount shall be deemed approved and shall be the “Allocated Base Rent Amount”; (b) Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of an individual lease agreementagreement (or individual lease agreements, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of MASTER LAND AND BUILDING LEASE Landlord’s dutiesdiscretion) in the form attached hereto as Exhibit D with respect to any such Demised Properties (each, obligations and liabilities hereunder, from and after the date of such transfer (the an “Landlord Assignment and Assumption Individual Lease Agreement”); (c) upon the assignment by Landlord, this Lease shall be amended to exclude any such Demised Properties from the Lease, the Base Rent hereunder shall be reduced by the Allocated Base Rent Amount; and (d) the Base Rent payable under the Individual Lease Agreement(s) will equal the Allocated Base Rent Amount. In such event, each party (including Landlord’s assignee), shall execute any such new Individual Lease Agreement within three (3) business days after Landlord’s delivery thereof. If Tenant fails to deliver such new Individual Lease Agreement within such 3 business day period, then Landlord shall provide deliver a subsequent written request of such new Individual Lease Agreement (the “New Individual Lease Agreement Second Request”) and Tenant with a fully executed copy of any shall be required to deliver such Landlord Assignment and Assumption new Individual Lease Agreement within five two (52) Business Days business days after the mutual execution thereofNew Individual Lease Agreement Second Request. Notwithstanding clause (a) above, after the Original Lease Term and during any Option Period, Landlord shall determine in its sole discretion, the Allocated Base Rent Amount. In addition, Tenant shall execute and deliver (or cause to be executed and deliveredLandlord, as applicable) to Landlord any other instruments and documents reasonably requested by Landlord in connection with the sale or assignment, including without limitation a new guaranty (substantially in the form of Exhibit D) of any such Individual Lease Agreement and a commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoingIn addition, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignmentsale or assignment (including, without limitation, agreeing to change the method of payment of Rent if required by Landlord’s assignee). From and after the effective date of any such Landlord Assignment and Assumption Individual Lease Agreement, Landlord shall will be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent Demised Properties covered thereby. Without limiting the transferee liability of Landlord’s interest assignee lessor under this Lease assumes Landlord’s performancefollowing an assignment by Landlord pursuant to this Section, liabilities and expenses under this Lease. In in no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereofIndividual Lease Agreement. Without limiting the foregoing, (x) Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties Property covered by a Landlord Assignment and Assumption an Individual Lease Agreement to provide (or have a Landlord’s Affiliate provide) asset management and/or act as servicer regarding such Demised Property; (y) Tenant acknowledges that any Individual Lease Agreement can be a “master lease” agreement covering multiple Demised Properties and (z) Landlord shall have the right to assign its interest in this Lease with respect to the Demised PropertiesProperty identified on Exhibit A as Uxxx #000 (Xxxxxxx, Xxxxx) to any of Landlord’s Affiliates and such Lease shall substantially be in the form of this Lease.
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Samples: Guaranty of Lease (Ryan's Restaurant Leasing Company, LLC)
LANDLORD ASSIGNMENT. Section 30.01 This Lease shall be fully assignable by Landlord or its successors and assigns, subject to the terms of Article 27 and this Article 30. In the event that from time to time Landlord desires to assign its interest in this Lease with respect to the Demised Properties (including to one or more Affiliates of Landlord), then Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of lease agreement, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of Landlord’s duties, obligations and liabilities hereunder, from and after the date -31- A&R MASTER LAND AND BUILDING LEASE ACTIVE 230595713 of such transfer (the “Landlord Assignment and Assumption Agreement”). In such event, Landlord shall provide Tenant with a fully executed copy of any such Landlord Assignment and Assumption Agreement within five (5) Business Days after the mutual execution thereof. In addition, Tenant shall execute and deliver (or cause to be executed and delivered, as applicable) to Landlord any other instruments and documents requested by Landlord in connection with the assignment, including any commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoing, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignment. From and after the effective date of any such Landlord Assignment and Assumption Agreement, Landlord shall be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent the transferee of Landlord’s interest under this Lease assumes Landlord’s performance, liabilities and expenses under this Lease. In no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereof. Without limiting the foregoing, Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties covered by a Landlord Assignment and Assumption Agreement to provide (or have a Landlord’s Affiliate provide) asset management and/or act as servicer regarding the Demised Properties.
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LANDLORD ASSIGNMENT. Section 30.01 This Lease shall be fully assignable by Landlord or its successors and assigns, in whole or in part, subject to the terms of Article 27 and this Article 30Article. In the event that from time to time Landlord desires to partially assign its interest in this Lease with respect to one or more of the Demised Properties (including to one or more Affiliates of Landlord), then (a) Landlord shall determine in its sole discretion, the Base Rent allocated to any Demised Properties covered by the partial assignment (the “Allocated Base Rent Amount”), (b) Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of lease agreementagreement (or landlord assignment lease agreements, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of Landlord’s dutiesdiscretion) in the form attached hereto as Exhibit E with respect to any such Demised Properties (each, obligations and liabilities hereunder, from and after the date of such transfer (the a “Landlord Assignment and Assumption Lease Agreement”); (c) upon the assignment by Landlord, this Lease shall be amended to exclude any such Demised Properties from this Lease, the Base Rent hereunder shall be reduced by the Allocated Base Rent Amount; and (d) the Base Rent payable under the Landlord Assignment Lease Agreement (or Landlord Assignment Lease Agreements) shall equal the Allocated Base Rent Amount. In such event, Landlord each party (including Landlord’s assignee), shall provide Tenant with a fully executed copy of execute any such new Landlord Assignment and Assumption Lease Agreement within five (5) Business Days after the mutual delivery of an execution version thereof. In addition, Tenant shall execute and deliver (or cause to be executed and delivered, as applicable) to Landlord any other instruments and documents requested by Landlord in connection with the assignment, including a new guaranty (substantially in the form of Exhibit F) of any such Landlord Assignment Lease Agreement and any commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoingIn addition, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignment. From and after the effective date of any such Landlord Assignment and Assumption Lease Agreement, Landlord shall be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent the transferee of Landlord’s interest under this Lease assumes Landlord’s performance, liabilities and expenses under this LeaseDemised Properties covered thereby. In no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereofLease Agreement. Without limiting the foregoing, (x) Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties Property covered by a Landlord Assignment and Assumption Lease Agreement to provide (or have a Landlord’s an Affiliate of Landlord provide) asset management and/or act as servicer regarding such Demised Property; (y) Tenant acknowledges that any Landlord Assignment Lease Agreement may be, in Landlord’s sole discretion, a “master lease” agreement covering multiple Demised Properties (which Landlord Assignment Lease Agreement may include, in Landlord’s sole discretion, language materially identical to that contained in Recital D and Section 30.03 of this Lease, even if such language does not appear in the Demised Properties.form of Landlord Assignment Lease Agreement attached hereto as Exhibit E); and (z) any Landlord assignee that is an Affiliate of Landlord may, in its sole discretion, elect to conform the terms of such Landlord Assignment Lease Agreement (other than Base Rent) to this Lease rather than to the form of Landlord Assignment Lease Agreement attached hereto as Exhibit E. MASTER LAND AND BUILDING LEASE
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Samples: Disturbance and Attornment Agreement (Morgans Foods Inc)
LANDLORD ASSIGNMENT. Section 30.01 This Lease shall be fully assignable by Landlord or its successors and assigns, in whole or in part, subject to the terms of Article 27 and this Article 30. In the event that from time to time Landlord desires to assign partially its interest in this Lease with respect to one or more of the Demised Properties (including to one or more Affiliates of Landlord), then (a) Landlord shall determine in its sole discretion, the Base Rent allocated to any Demised Properties covered by the partial assignment (the “Allocated Base Rent Amount”), (b) Landlord, at its cost and expense, shall prepare a landlord assignment and assumption of lease agreementagreement (or landlord assignment lease agreements, pursuant to which Landlord shall assign all its right, title and interest in and to this Lease to a transferee, and such transferee shall agree to be bound by all of the terms and conditions hereof and to assume and perform all of Landlord’s dutiesdiscretion) in the form attached hereto as Exhibit E with respect to any such Demised Properties (each, obligations and liabilities hereunder, from and after the date of such transfer (the a “Landlord Assignment and Assumption Lease Agreement”); (c) upon the assignment by Landlord, this Lease shall be amended to exclude any such Demised Properties from this Lease, and the Base Rent hereunder shall be reduced by the Allocated Base Rent Amount; and (d) the Base Rent payable under the Landlord Assignment Lease Agreement (or Landlord Assignment Lease Agreements) shall equal the Allocated Base Rent Amount. In such event, Landlord Tenant shall provide Tenant with a fully executed copy of execute any such new Landlord Assignment and Assumption Lease Agreement within five (5) Business Days after the mutual delivery to Tenant of an execution version thereof. In addition, Tenant shall execute and deliver (or cause to be executed and delivered, as applicable) to Landlord any other instruments and documents requested by Landlord in connection with the assignment, including any commercially reasonable subordination, non-disturbance and attornment agreement that may be requested by Landlord’s assignee’s lenders. Without limiting the foregoing, Tenant agrees to cooperate reasonably with Landlord in connection with any such assignment. From and after the effective date of any such Landlord Assignment and Assumption Lease Agreement, Landlord shall be automatically released (without need for any further agreement or other document) from any liability thereafter arising with respect to this Lease to the extent the transferee of Landlord’s interest under this Lease assumes Landlord’s performance, liabilities and expenses under this LeaseDemised Properties covered thereby. In no event shall Landlord have any liability under any Landlord Assignment and Assumption Agreement for any acts occurring from and after the date thereofLease Agreement. Without limiting the foregoing, (x) Tenant agrees that Landlord may agree in its sole discretion with any purchaser or assignee of any of the Demised Properties Property covered by a Landlord Assignment and Assumption Lease Agreement to provide (or have a Landlord’s Affiliate provide) asset management and/or act as servicer regarding such Demised Property; (y) Tenant acknowledges that any Landlord Assignment Lease Agreement may be, in Landlord’s sole discretion, a “master lease” agreement covering multiple Demised Properties (which Landlord Assignment Lease Agreement may include, in Landlord’s sole discretion, (i) language materially identical to that contained in Recital D and Section 30.03 of this Lease, even if such language does not appear in the Demised Properties.form of Landlord Assignment Lease Agreement attached hereto as Exhibit E, and (ii) a provision regarding governing law and waiver of jury trial materially identical to Article 26 of this Lease in lieu of the language in Article 26 of the form of Landlord Lease Assignment Agreement attached hereto as Exhibit E); and (z) any Landlord assignee that is a Landlord’s Affiliate may, in its sole discretion, elect to conform the terms of such Landlord Assignment Lease Agreement (other than Base Rent) to this Lease, rather than to the form of Landlord Assignment Lease Agreement attached hereto as Exhibit E.
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