Lessor Transfers. The Lessor shall not assign, convey or otherwise transfer all or any portion of its right, title or interest in, to or under any Leased Property or any of the Operative Documents without the prior written consent of the Lenders and, unless an Event of Default has occurred and is continuing, the Lessee. Any proposed transferee of the Lessor shall make the representation set forth in Section 4.2(b) to the other parties hereto.
Lessor Transfers. 55 SECTION 6.2
Lessor Transfers. The Lessor shall not assign, convey, encumber or otherwise transfer all or any portion of its right, title or interest in, to or under the Leased Property or the Lease (except pursuant to the Mortgage, the Assignment of Lease and Rents or pursuant to Article VI of the Lease) or any of the Operative Documents without obtaining the prior written consent of the Lender and the Lessee.
Lessor Transfers. (a) Lessor shall not assign, convey or otherwise transfer all or any portion of its right, title or interest in, to or under the Leased Property (except pursuant to Article VI of the Lease) or any of the Operative Documents without the prior written consent of Required Lenders, which consent may not be unreasonably withheld, except that without the prior written consent of Required Lenders, Lessor may assign (reserving all rights of Lessor to indemnification relating to the period prior to such transfer) all (but not less than all) of its right, title and interest in, to and under the Leased Property and the Operative Documents to an entity (i) that has a net worth of at least $150,000,000, (ii) that has Credit Suisse First Boston as its general partner, or (iii) the obligations of which under the Operative Documents are guaranteed by Credit Suisse First Boston pursuant to a guaranty reasonably acceptable in form and substance to Lessee. Any such transfer pursuant to this Section 10.3 (x) shall be at Lessor's sole cost and expense, (y) shall not require other changes to the Operative Documents which would alter the obligations of Lessee under any of the Operative Documents and (z) so long as no Lease Event of Default shall be continuing, shall be further conditioned upon Lessor's receipt of Lessee's prior written consent, which consent shall not be unreasonably withheld. So long as no Lease Event of Default shall be continuing, Lessor shall provide at least five (5) Business Days' prior written notice of any such transfer to Lessee.
(b) Upon the occurrence and continuance of a Loan Event of Default specified in clause (b), (c), (d) or (e) of Section 6.1 of the Loan Agreement, Agent may (at the direction of the Required Lenders) direct Lessor to transfer, and Lessor shall promptly transfer, to a Eurodollar Lender or another entity (provided that in the case of a transfer to another entity each of the conditions set forth in Section 10.3(a) shall have been satisfied, except that the notice required by the last sentence of Section 10.3(a) may be given by Agent to Lessee) (the "Replacement Lessor") that is willing to accept the same, all of Lessor's right, title, interest, duties and obligations in respect of the Leased Property, the Investment, the Lease and the other Operative Documents (without recourse to Lessor and reserving all rights of Lessor to indemnification relating to the period prior to such transfer) for an amount payable to Lessor in immediatel...
Lessor Transfers. The Lessor shall not assign, convey or otherwise transfer all or any portion of its right, title or interest in, to or under any Leased Property (except pursuant to the Lease Participation Agreement and Article V of the Lease) or any of the Operative Documents without the prior written consent of the Lenders and the Lessee, which consent shall not be unreasonably withheld, provided that the Lessor may make any such assignment, conveyance or transfer to any other Funding Party or any Affiliate of any Funding Party, without such consent and provided further that such assignee is not a special purpose entity, has substantial activities other than the leasing of the Leased Property to the Lessee, and has substantial assets other than its rights to the Leased Property, and, if such assignee is not a United States citizen or resident (or the assignee is filing as a foreign corporation, partnership, estate or trust), such assignee shall deliver to the Agent and the Lessee Internal Revenue Service form 1001 or 4224, as appropriate, or any successor form prescribed by the Internal Revenue Service. Any proposed transferee of the Lessor shall make the representation set forth in Section 4.2(b) to the other parties hereto.
Lessor Transfers. Lessor shall not Transfer or permit the Transfer of all or any portion of the Lessor Interests except a Transfer of all the Lessor Interests pursuant to a Permitted Sale. Any Transfer of all or any portion of the Lessor Interests except a Transfer of all the Lessor Interests pursuant to a Permitted Sale shall be null and void ab initio
Lessor Transfers. 30 SECTION 6.2 Loan Agreement; Lender Transfers........................................................30 SECTION 6.3
Lessor Transfers. No Lessor shall assign, convey or otherwise transfer (including pursuant to a participation) all or any portion of its right, title or interest in, to or under any of the Operative Agreements, any Collateral and its interest in the Equipment except that without the prior written consent of the Agent or the Lessee (x) any bank or similar financial or commercial lending institution may pledge its interest in the ordinary course of its business without the consent of the Lessee or the Agent; provided, that no transfer upon a foreclosure pursuant to such a pledge may occur unless this Section (other than clause (x)) is complied with, (y) any Lessor may transfer all or any portion of its interest to any other existing Lessor and (z) any Lessor may transfer any or all of such right, title and interest as provided in paragraph (a) or (b) below:
Lessor Transfers. The Lessor shall not assign, convey or ---------------- otherwise transfer all or any portion of its right, title or interest in, to or under any Leased Property or any of the Operative Documents without the prior written consent of the Lenders and Xxxx Furniture which consent may be withheld in such parties' sole discretion. Any proposed transferee of the Lessor consented to in writing as provided for above shall make the representations set forth in Section 4.3 to the other parties hereto and shall execute an agreement ----------- acknowledging the same and agreeing to assume and be bound by all of the terms, conditions and covenants set forth in the Operative Documents.
Lessor Transfers. The Lessor shall not assign, convey or ---------------- otherwise transfer all or any portion of its right, title or interest in, to or under the Leased Property (except pursuant to Article V of the Lease) or any of --------- the Operative Documents (i) to any Lessee Competitor or (ii) to any other Person without the prior written consent of the Lenders and the Lessee, which consent (in the case of clause (ii)) shall not be unreasonably withheld, provided that -------- the Lessor may make any such assignment, conveyance or transfer to any other Funding Party or any Affiliate of any Funding Party, without such consent, and provided further that no such assignment, conveyance or transfer shall separate ---------------- ownership of an estate for years and remainder interest or violate the TriPartite Agreement/Option Agreement, and provided further that if such ---------------- assignee is not a United States citizen or resident (or the assignee is filing as a foreign corporation, partnership, estate or trust), such assignee shall deliver to the Agent and the Lessee Internal Revenue Service form 1001 or 4224, as appropriate, or any successor form prescribed by the Internal Revenue Service. Any proposed transferee of the Lessor shall make the representation set forth in Section 4.2(b) to the other parties hereto. --------------
