Common use of Lease Transfers Clause in Contracts

Lease Transfers. (a) Tenant shall not cause or permit, by operation of law or otherwise, any assignment, sublease, encumbrance, or transfer (a “Lease Transfer”) of this Lease or any estate or interest herein without the prior written consent of Landlord, which consent shall not he unreasonably withheld, conditioned, denied or delayed, It shall be deemed reasonable for Landlord to withhold its consent to a Lease Transfer if: (a) Tenant has already caused or permitted a Lease Transfer of all or a portion of the Premises; (b) Tenant is in default under the terms of the Lease; or (c) if the proposed Transferee (as defined below) refuses to provide the financial assurances, including personal or corporate guarantees, reasonably necessary in order to assure its ability to honor the obligations of Tenant under the Lease. Landlord may also withhold consent in the event the use proposed by the Transferee deviates from the Permitted Use hereunder or overly burdens the Building parking area or other facilities. If Tenant wishes to transfer any of its rights, Tenant shall submit in writing to Landlord (a) the name and legal composition of the proposed assignee, subtenant or other transferee (a “Transferee”); (b) the nature of the business proposed to be carried on in the Premises; (c) the terms and provisions of the proposed Lease Transfer; (d) such financial and other information concerning the proposed Transferee as Landlord may reasonably request; (e) the form of the proposed assignment, sublease or other agreement governing the proposed Lease Transfer, and (f) a reminder that failure to respond within thirty (30) days is deemed an approval of the request. Within thirty (30) days after Landlord receives all such information it shall notify Tenant whether it approves such Lease Transfer or if it elects to proceed under Section 14.1(b). In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease without Landlord’s prior written consent and in no event at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the Building. Without Landlord’s prior written consent, Tenant will not use the name or likeness of the Building in connection with or in promoting or advertising the Premises. Tenant shall pay Landlord’s reasonable attorneys’ fees not to exceed Two Thousand and No/100 Dollars ($2,000.00) incurred in connection with any proposed Lease Transfer. Attempted assignment or subletting without Landlord’s prior written consent shall constitute a material breach of this Lease . Failure of Landlord to respond within thirty (30) days after receipt of all of the information listed above shall be deemed approval by Landlord of the proposed Lease Transfer. Neither this Lease nor any estate thereby created shall pass to any trustee or receiver in bankruptcy or any assignee for the benefit of creditors, or by operation of law. In the event that Landlord shall consent to a subletting of all or any portion of the Premises under a sublease which obligates the subtenant to pay a rental at a rate in excess of Tenant’s Annual Base Rent as set forth in Section 1.13, above, then Landlord and Tenant shall share the excess rental as paid by the subtenant on a 50%/50% basis.

Lease Transfers. (a) Tenant shall not cause or permit, by operation of law or otherwise, any assignment, sublease, encumbrance, or transfer or any estate or interest herein (a “Lease Transfer”) of this Lease or any estate or interest herein without the prior written consent of Landlord, which consent shall not he be unreasonably withheld, conditioned, denied or delayed, . It shall be deemed reasonable for Landlord to withhold its consent to a Lease Transfer if: (a) Tenant has already caused or permitted a Lease Transfer (other than a Permitted Transfer, as hereinafter defined) of all or a portion of the Premises; (b) Tenant is in default under the terms of the LeaseLease beyond any applicable cure period; or (c) if the proposed Transferee (as defined below) refuses to provide the financial assurances, including personal or corporate guarantees, reasonably necessary in order to assure its ability to honor the obligations of Tenant under the Lease. Landlord may also withhold consent in the event the use proposed by the Transferee deviates from the Permitted Use hereunder or overly burdens the Building Complex parking area or other facilities. If Tenant wishes to transfer any of its rights, Tenant shall submit in writing to Landlord (a) the name and legal composition of the proposed assignee, subtenant or other transferee (a “Transferee”); (b) the nature of the business proposed to be carried on in the Premises; (c) the terms and provisions of the proposed Lease Transfer; (d) such financial and other information concerning the proposed Transferee as Landlord may reasonably request; (e) the form of the proposed assignment, sublease or other agreement governing the proposed Lease Transfer, and (f) a reminder that failure to respond within thirty twenty (3020) days is deemed an approval of the request. Within thirty twenty (3020) days after Landlord receives all such information it shall notify Tenant whether it approves such Lease Transfer or if it elects to proceed under Section 14.1(b). In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease without Landlord’s prior written consent and in no event at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the BuildingComplex. Without Landlord’s 's prior written consent, Tenant will not use the name or likeness of the Building Complex in connection with or in promoting or advertising the Premises. Tenant shall pay Landlord’s reasonable attorneys’ fees not to exceed Two Thousand and No/100 Dollars ($2,000.00) incurred in connection with any proposed Lease Transfer. Attempted assignment or subletting without Landlord’s prior written consent shall constitute a material breach of this Lease Lease. Failure of Landlord to respond within thirty twenty (3020) days after receipt of all of the information listed above shall be deemed approval by Landlord of the proposed Lease Transfer. Neither this Lease nor any estate thereby created shall pass to any trustee or receiver in bankruptcy or any assignee for the benefit of creditors, or by operation of law. In the event that Landlord shall consent to a subletting of all or any portion of the Premises under a sublease which obligates the subtenant to pay a rental at a rate in excess of Tenant’s Annual Base Rent as set forth in Section 1.13, above, then Landlord and Tenant shall share the excess rental as paid by the subtenant on a 50%/50% basis.

Lease Transfers. (a) Tenant shall not cause or permit, by operation of law or otherwise, any assignment, sublease, encumbrance, or transfer (a “Lease Transfer”) of this Lease or any estate or interest herein without the prior written consent of Landlord, which consent shall not he be unreasonably withheld, conditioned, denied or delayed, . It shall be deemed reasonable for Landlord to withhold its consent to a Lease Transfer if: (a) Tenant has already caused or permitted a Lease Transfer of all or a portion of the Premises; (b) Tenant is in default under the terms of the LeaseLease beyond any applicable notice and cure periods; or (cb) if the proposed Transferee (as defined below) refuses to provide does not, in Landlord’s reasonable judgment, possess the financial assurances, including personal or corporate guarantees, reasonably necessary in order to assure its ability wherewithal to honor the obligations of Tenant under the Lease. Landlord may also withhold consent in the event the use proposed by the Transferee deviates from the Permitted Use hereunder or overly burdens the Building Complex parking area or other facilities. Notwithstanding any language hereinabove to the contrary, Landlord acknowledges and consents to occupancy of the Pharmacy Space by VFC Pharmacy #501, LLC, a Delaware limited liability company, and to occupancy of the 503B Space by VFC Pharmaceuticals #901, LLC, a Delaware limited liability company, each of which is a wholly owned subsidiary of Tenant. The foregoing acknowledgement and consent by Landlord does not serve to relieve Tenant of any obligation to be performed by Tenant under this Lease, including the payment of Rent. If Tenant wishes to transfer any of its rights, Tenant shall submit in writing to Landlord (a) the name and legal composition of the proposed assignee, subtenant or other transferee (a “Transferee”); (b) the nature of the business proposed to be carried on in the Premises; (c) the terms and provisions of the proposed Lease Transfer; (d) such financial and other information concerning the proposed Transferee as Landlord may reasonably request; and, (e) the form of the proposed assignment, sublease or other agreement governing the proposed Lease Transfer, and (f) a reminder that failure to respond within thirty (30) days is deemed an approval of the request. Within thirty (30) days after Landlord receives all such information it shall notify Tenant whether it approves such Lease Transfer or if it elects to proceed under Section 14.1(b). In no event may Tenant publicly advertise or offer all or any portion of the Premises for assignment or sublease without Landlord’s prior written consent and in no event at a rental less than that then sought by Landlord for a direct lease (non-sublease) of comparable space in the Building. Without Landlord’s prior written consent, Tenant will not use the name or likeness of the Building in connection with or in promoting or advertising the Premises, which consent shall not be unreasonably withheld, conditioned or delayed. Tenant shall pay Landlord’s reasonable attorneys’ fees not to exceed Two Thousand and No/100 Dollars ($2,000.00) incurred in connection with any proposed Lease Transfer, not to exceed $2,500.00. Attempted Any attempted assignment or subletting without Landlord’s prior written consent shall constitute a material breach of this Lease Lease. Failure of Landlord to respond within thirty (30) days after receipt of all of the information listed above shall be deemed approval by Landlord of the proposed Lease Transfer. Neither this Lease nor any estate thereby created shall pass to any trustee or receiver in bankruptcy or any assignee for the benefit of creditors, or by operation of law. In the event that Landlord shall consent to a subletting of all or any portion of the Premises under a sublease which obligates the subtenant to pay a rental at a rate in excess of Tenant’s Annual Base Rent as set forth in Section 1.131.11, above, then Landlord and Tenant shall share the excess rental as paid by the subtenant on a 50%/50% basis.