Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk. 13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose. 13.1.3 An assignment or subletting without consent shall, at Lessor’s option, be a Default curable after notice per Section 14.4, or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent. 13.1.4 Lessee’s remedy for any breach of Section 13.1 by Lessor shall be limited to compensatory damages and/or injunctive relief. 13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested. 13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 2 contracts
Samples: Industrial/Commercial Multi Tenant Lease (Genelux Corp), Industrial/Commercial Multi Tenant Lease (Genelux Corp)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, Lessee shall not voluntarily or by operation of law assign, transfer, mortgage mortgage, sublet, or otherwise transfer or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s interest in this the Lease or in the Premises Premises, without Lessor’s prior written consent, which Lessor shall not unreasonably withhold. Lessor shall respond to Lessee’s request for consent hereunder in a timely manner, and any attempted assignment, transfer, mortgage, encumbrance or subletting without such consent shall not be unreasonably withheldvoid, and shall constitute a material default and breach of this Lease without the need for notice to Lessee under paragraph 13.1. Reasonable withholding Prior to any assignment or sublet of the premises or any portion thereof, Lessee shall notify Lessor in writing of the name and address of the proposed assignee or sublessee, and deliver to Lessor financial statements of the proposed assignee or sublessee, a true and complete copy of the proposed assignment agreement(s) or sublease with said notice, and shall promptly provide any other information reasonably requested by Lessor to enable Lessor to evaluate the proposed assignment or sublet. Lessor shall within five (5) business days of the receipt of complete information as required above, elect to do one of the following:
(1) consent would generally to such proposed assignment or sublease;
(2) refuse such consent which refusal shall be limited on reasonable grounds; or
(3) terminate this lease with respect to a change the portion of the premises which Lessee desires to assign or sublease, in ownership which case rental paid by Lessee to Lessor hereunder shall be reduced in the proportion that the square feet of the premises that Lessee desires to so assign or structure sublet bears to the total square feet of Lessee’s business the premises leased by Lessee hereunder, and thereafter neither party shall have any further obligation or liability to the other with regard to said portion of the premises except for matters which arose prior to termination and except for obligations that puts future lease payments exist upon termination. “Transfer” within the meaning of this paragraph 12 shall include the transfer or compliance with other lease obligations at increased risk.
13.1.2 Unless transfers aggregating: (a) if Lessee is a corporation and its stock is publicly traded on a national stock exchangecorporation, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25more than 50% or more percent (50%) of the voting control stock of Lessee shall constitute a change in control for this purpose.
13.1.3 An assignment or subletting without consent shall, at Lessor’s option, be a Default curable after notice per Section 14.4, or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: (i) terminate this Leasecorporation, or (iib) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent.
13.1.4 Lessee’s remedy for any breach of Section 13.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoinga partnership, allowing a de minimis portion more than Fifty percent (50%) of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor profit and loss participation in connection with the installation of a vending machine or payphone shall not constitute a sublettingsuch partnership.
Appears in 2 contracts
Samples: Standard Office Lease (Elastic N.V.), Standard Office Lease (Elastic N.V.)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or encumber (collectively, “"assign or assignment”") or sublet all or any part of Lessee’s Lxxxxx's interest in this Lease or in the Premises without Lessor’s Lxxxxx's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 (b) Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 2550% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (c) An assignment or subletting without consent shall, at Lessor’s Lxxxxx's option, be a Default curable after notice per Section 14.4Paragraph 13.1(d), or a noncurable non-curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable non-curable Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effecteffect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effecteffect, and (ii) all fixed fixed and non-fixed non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent.
13.1.4 Lessee’s (d) Lxxxxx's remedy for any breach of Section 13.1 Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 (e) Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee Lxxxxx is in Default at the time consent is requested.
13.1.6 (f) Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., i.e. 20 square feet or less, to be used by a third-third party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
(g) Lessee shall have the right to assign/sublet without Lessor's consent to (a) an affiliate, (b) to an entity surviving Lessee by merger or other consolidation, or (c) an entity that acquires all or substantially all of the business or assets of Lessee.
Appears in 2 contracts
Samples: Lease Agreement (Ceribell, Inc.), Lease Agreement (Ceribell, Inc.)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.(b) Omitted
13.1.3 An (c) Omitted
(d) A permitted assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable non-curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable non-curable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("Lessor's Notice"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation of obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 2 contracts
Samples: Lease Agreement (Arterial Vascular Engineering Inc), Lease Agreement (Arterial Vascular Engineering Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a (b) A change in the control of Lessee shall constitute an assignment requiring Lessor's consent. The transfer, on a cumulative basis, basis of 25% fifty percent (50%) or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (c) N/A
(d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable non-curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable non-curable Breach, Lessor may either: shall have the right to either (i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("LESSOR'S NOTICE"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with an overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 2 contracts
Samples: Lease Agreement (Objectshare Inc), Lease Agreement (Starbase Corp)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"ASSIGNMENT") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a (b) A change in the control of Lessee shall constitute an assignment requiring Lessor's consent. The transfer, on a cumulative basis, of twenty-five percent (25% %) or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (c) The involvement of Lessee or its assets in any transaction, or series of transactions (by way of merger, sale, acquisition,
(d) An assignment or subletting of Lessees interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after after, notice per Section 14.4Paragraph 13.1 (c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 thirty (30) days written noticenotice ("Lessor's Notice"), increase the monthly Base Rent to fair market rental value or one hundred ten percent (110% %) of the Base Rent then in effect, whichever is greater. Pending determination of the new fair market rental value, if disputed by Lessee. Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental market value adjustment, (i) the purchase price of any option to purchase the Premises held hold by Lessee shall be subject to similar adjustment to the then fair market value (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition), or one hundred ten percent (110% %) of the price previously in effect, and whichever is greater, (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the now market rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the market value adjustment.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or and injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Standard Industrial/Commercial Single Tenant Lease Gross (Boyds Wheels Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (b) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s option, shall be a Default curable after notice per Section 14.4Paragraph 13.1 and if not so cured, or a noncurable Breach without the necessity of any further notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may hall have the right to either: (i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("Lessor's Notice"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (c) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive equitable relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Standard Industrial/Commercial Multi Tenant Lease (Rockshox Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a Paragraph 36.
(b) A change in the stock ownership, ownership of the assets or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute not be deemed an assignment requiring consenthereunder. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purposeLessor acknowledges that Lessee's stock is publicly traded.
13.1.3 (c) This Paragraph Intentionally Left Blank.
(d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable non-curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable non-curable Breach, Lessor may eithershall have the right to ether: (i) terminate this Lease, or (ii) upon 30 thirty (30) days written noticenotice ("LESSOR'S S NOTICE"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 (f) Lessor may reasonably withhold consent shall be entitled to a proposed assignment assign or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion sublet all or any part of the PremisesPremises to an affiliated corporation or other entity without the consent of Lessor or the payment of any charge or fee. An "affiliated corporation or other entity" shall be defined as an entity which is at least a 25% owner of, i.e.25% owned by, 20 square feet or less, to be used by a third-party vendor in connection 25% common ownership with the installation of a vending machine or payphone shall not constitute a sublettingLessee.
Appears in 1 contract
Samples: Industrial/Commercial Multi Tenant Lease (Creative Computers Inc)
Lessor's Consent Required. 13.1.1 Other than (a) Lessor’s decision to acquire the Premises and the establishment of the Base Rent was premised upon Lessor’s existing relationship with respect Lessee. The mutual intent of the Parties was to provide Lessee with operational space within which to conduct and expand Lessee’s business. The Parties intend that Lessee shall occupy at least Fifty Percent (50%) of the successor of substantially space within the entire business to which this Agreement relates, including, but not limited to, a reverse mergerPremises at all times during the Lease Term and any renewal thereof. Accordingly, Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or ”assignment”) or sublet all or any part of Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a (b) A change in the control of Lessee shall constitute an assignment requiring Lessor’s consent. The transfer, on a cumulative basis, of 25% fifty percent (50%) or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 An (c) The involvement of Lessee or its assets in any transaction, or series of transactions (by way of merger, sale, acquisition, financing, refinancing, transfer, leveraged buy-out or otherwise), whether or not a formal assignment or subletting without consent shallhypothecation of this Lease or Lessee’s assets occurs, which results or will result in a reduction of the Net Worth of Lessee, as hereinafter defined, by an amount equal to or greater than twenty-five percent (25%) of such Net Worth of Lessee as it was represented in writing to Lessor at the time of the execution by Lessor of this Lease or at the time of the most recent assignment to which Lessor has consented, or as it exists immediately prior to said transaction or transactions constituting such reduction, at Lessor’s optionwhichever time said Net Worth of Lessee was or is greater, shall be a Default curable after notice per Section 14.4, or a noncurable Breach without the necessity considered an assignment of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held Lease by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent.
13.1.4 Lessee’s remedy for any breach of Section 13.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 which Lessor may reasonably withhold consent its consent. “Net Worth of Lessee” for purposes of this Lease shall be the net worth of Lessee established under generally accepted accounting principles consistently applied. Lessee shall provide to a proposed assignment or subletting if Lessee is in Default Lessor an unaudited balance sheet as of the date of the most recent quarter prior to the Commencement Date, at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation execution of a vending machine or payphone shall not constitute a sublettingthis Lease.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, Lessee shall not voluntarily or by operation of law assign, transfer, mortgage mortgage, sublet, or otherwise transfer or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s 's interest in this the Lease or in the Premises Premises, without Lessor’s 's prior written consent, which Lessor shall not unreasonably withhold. Lessor shall respond to Lessee's request for consent hereunder in a timely manner and any attempted assignment, transfer, mortgage, encumbrance or subletting without such consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation void, and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control breach of this Lease without the need for this purposenotice to Lessee under Paragraph 12.
13.1.3 An assignment or subletting without consent shall, at Lessor’s option, be a Default curable after notice per Section 14.4, or a noncurable Breach without the necessity of any notice and grace period1. If Lessee desires at any time to assign this Lease or to sublet the Premises or any portion thereof, it shall first notify Lessor elects of its desire to treat such unapproved assignment or subletting as a noncurable Breach, do so and shall submit in writing to Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% name of the price previously in effect, and proposed subtenant or assignee; (ii) all fixed the nature of the proposed subtenant's or assignee's business to be carried on in the Premises; (iii) the terms and non-fixed rental adjustments scheduled provisions of the proposed sublease or assignment; and (iv) such reasonable financial information as Lessor may request concerning the proposed subtenant or assignee, including, but not limited to, a balance sheet of the proposed subtenant or assignee as of a date within ninety (90) days of the request for Lessor's consent, statements of income or profit and loss of the proposed subtenant or assignee for the two year period preceding the request for Lessor's consent, and a written statement in reasonable detail as to the business experience of the proposed subtenant or assignee during the remainder of five (5) years preceding the Lease term shall be increased to 110% of request for Lessor's consent. Notwithstanding the scheduled adjusted rent.
13.1.4 Lessee’s remedy for any breach of Section 13.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting foregoing if Lessee is not relieved of any continuing liability under the terms of this Lease, the requirements of Paragraph 11.1 (IV) shall be waived. In the event said assignment or sublease by Lessee is at a rental rate which is greater than that being paid to Lessor, such excess shall be divided one-half to Lessor and one-half to Lessee. Lessor, however, retains the option to relieve Lessee of any continuing liability under the terms of this Lease, in Default at the time consent is requestedwhich case said excess rental shall be paid 100% to Lessor.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent, consent which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited withheld or delayed, provided however; that, not withstanding anything to a change the contrary herein, Lessee may, in ownership its sole discretion, assign, transfer or structure of sublet Lessee’s business that puts future lease payments interest in this Lease or compliance with other lease obligations in the Premises without Lessor’s prior written consent if the assignee transferee or Sublessee of such assignment, transfer, or subletting is an entity acquiring a substantial portion of Lessee and having a net worth, at increased riskthe time of such assignments, transfer or sublease, in excess of $5,000,000.00.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (b) An assignment or subletting without consent shall, at Lessor’s option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: either (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent.
13.1.4 (c) Lessee’s remedy for any breach of Section 13.1 Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 (d) Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 (e) Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., i.e. 20 square feet or less, to be used by a third-third party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, sublet, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s interest in this Lease or in the Premises without Lessor’s prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a A change in the control of Lessee whether byway of merger, sale, acquisition, financing, transfer, leveraged buy-out or otherwise, shall constitute an assignment requiring require Lessor’s prior written consent. The Any such assignment, sublet, transfer, on a cumulative basismortgage, of 25% encumbrance or more of the voting change in control of Lessee shall constitute a change in control for this purposeis hereafter collectively referred to as “Assignment or Subletting”.
13.1.3 (b) An assignment Assignment or subletting Subletting without written consent shall, at Lessor’s option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment Assignment or subletting Subletting as a noncurable Breach, Lessor may either: either (i) terminate this Lease, or (ii) upon 30 thirty (30) days written notice, increase the monthly Base Rent to one hundred ten percent (110% %) of the Base Rent then in effectcurrent market rent for new leases. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to One Hundred Ten Percent (110% %) of the scheduled adjusted rentestimated future market rent(s).
13.1.4 Lessee(c) Lessor and Lessee hereby acknowledge that Lessor’s remedy for disapproval of any breach proposed Assignment or Subletting pursuant to Paragraph 12 shall be deemed reasonably withheld if based upon any reasonable factor, specifically, without limitation, any or all of Section 13.1 the following factors:
(i) The proposed Assignment or Subletting would result in more than two subleases of portions of the Premises being in effect at any one time during the Term;
(ii) The net effective rent payable by the Assignee or Sublessee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Lessor shall be limited to compensatory damages and/or injunctive relief.for new leases in the Building for comparable size space for a comparable period of time;
13.1.5 (iii) The proposed Assignee or Sublessee is an existing tenant of the Project or is negotiating with Lessor may reasonably withhold consent to (or has negotiated with Lessor in the last six (6) months) for space in the Project;
(iv) The proposed Assignee or Sublessee is a proposed assignment or subletting if Lessee is in Default at the time consent is requested.governmental entity;
13.1.6 Notwithstanding the foregoing, allowing a de minimis (v) The portion of the Premises, i.e., 20 square feet or less, Premises to be used assigned or sublet is irregular in shape with inadequate means of ingress and egress;
(vi) The use of the Premises by a third-party vendor in connection with the installation of a vending machine Assignee or payphone shall not constitute a subletting.Sublessee;
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.(b) [intentionally deleted]
13.1.3 (c) [intentionally deleted]
(d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable non-curable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("LESSOR NOTICE"), increase the monthly Base Rent to for the Premises to the greater of the then fair market rental value of the Premises as reasonably determined by Lessor, one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to required that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the now rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Standard Industrial/Commercial Multi Tenant Lease (Formfactor Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, sublet, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s =s interest in this Lease or in the Premises without Lessor’s =s prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a A change in the control of Lessee whether by way of merger, sale, acquisition, financing, transfer, leveraged buy-out or otherwise, shall constitute an assignment requiring require Lessor=s prior written consent. The Any such assignment, sublet, transfer, on a cumulative basismortgage, of 25% encumbrance or more of the voting change in control of Lessee shall constitute a change in control for this purpose.is hereafter collectively referred to as AAssignment or Subletting.@
13.1.3 (b) An assignment Assignment or subletting Subletting without written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment Assignment or subletting Subletting as a noncurable Breach, Lessor may either: either (i) terminate this Lease, or (ii) upon 30 thirty (30) days written notice, increase the monthly Base Rent to one hundred ten percent (110% %) of the Base Rent then in effectcurrent market rent for new leases. Further, in the event of such Breach and rental adjustment, adjustment (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to one hundred ten percent (110% %) of the price previously in effect, effect and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to One Hundred Ten Percent (110% %) of the scheduled adjusted rentcurrent market rent for new leases.
13.1.4 Lessee’s remedy for (c) Lessor and Lessee hereby acknowledge that Lessor's disapproval of any breach proposed Assignment or Subletting pursuant to Paragraph 12 shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of Section 13.1 the following factors:
(i) The proposed Assignment or Subletting would result in more than two subleases of portions of the Premises being in effect at any one time during the Term;
(ii) The net effective rent payable by the Assignee or Sublessee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Lessor shall be limited to compensatory damages and/or injunctive relief.for new leases in the Building for comparable size space for a comparable period of time;
13.1.5 (iii) The proposed Assignee or Sublessee is an existing tenant of the Project or is negotiating with Lessor may reasonably withhold consent to (or has negotiated with Lessor in the last six (6) months) for space in the Project;
(iv) The proposed Assignee or Sublessee is a proposed assignment or subletting if Lessee is in Default at the time consent is requested.governmental entity;
13.1.6 Notwithstanding the foregoing, allowing a de minimis (v) The portion of the Premises, i.e., 20 square feet or less, Premises to be used assigned or sublet is irregular in shape with inadequate means of ingress and egress;
(vi) The use of the Premises by a third-party vendor in connection with the installation of a vending machine Assignee or payphone shall not constitute a subletting.Sublessee;
Appears in 1 contract
Samples: Full Service Lease (Document Capture Technologies, Inc.)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise encumber (collectively, “assign or assignment”"ASSIGNMENT") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (b) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 thirty (30) days written noticenotice ("LESSOR'S NOTICE"), increase the monthly Base Rent to fair market rental value or one hundred ten percent (110% %) of the Base Rent then in effect, whichever is greater. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental market value adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition), or one hundred ten percent (110% %) of the price previously in effect, and whichever is greater, (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new market rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the market value adjustment.
13.1.4 (c) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or and injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Standard Industrial/Commercial Single Tenant Lease (Formfactor Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"ASSIGN") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (b) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable non-curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 thirty (30) days written noticenotice ("LESSOR'S NOTICE"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lessee being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and (iii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (c) Lessee’s 's remedy for any breach of Section 13.1 Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Standard Industrial/Commercial Multi Tenant Lease (Formfactor Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consentconsent given under and subject to the terms of Paragraph 36.
(b) This section deleted from this lease.
(c) The involvement of Lessee or its assets in any transaction, or series of transactions (by way of merger, sale, acquisition, financing, refinancing, transfer, leveraged buy-out or otherwise), whether or not a formal assignment or hypothecation of this Lease or Lessee's assets occurs, which consent shall not be unreasonably withheld. Reasonable withholding results or will result in a reduction of consent would generally be limited to a change in ownership or structure the Net Worth of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk, below one million ($1,000,000) dollars. "Net Worth of Lessee" for purposes of this Lease shall be the net worth of Lessee (excluding any Guarantors) established under generally accepted accounting principles consistently applied.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable non curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable non-curable Breach, Lessor may either: (ishall have the right to either:(i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("Lessor's Notice"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, consent given under and subject to the terms of Paragraph 36 which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s option, shall be a Default curable after notice per Section 14.4, or a noncurable Breach without the necessity of any notice and grace periodParagraph 13.
1. MULTI-TENANT - - MODIFIED NET 13 If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable BreachDefault and Lessee fails to cure the Default within the period specified in Paragraph 13.1, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("LESSOR'S NOTICE"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installments) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Lease Agreement (Pharmchem Inc)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, sublet, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a A change in the control of Lessee shall constitute an assignment requiring consent. The whether by way of merger, sale, acquisition, financing, transfer, on a cumulative basisleveraged buy-out or otherwise, of 25% shall require Lessor's prior
(b) An Assignment or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 An assignment or subletting Subletting without written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4, or Paragraph 13.1;
(c) Or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment Assignment or subletting Subletting as a noncurable Breach, Lessor may either: either (i) terminate this Lease, or (ii) upon 30 thirty (30) days written notice, notice increase the monthly Base Rent to one hundred ten percent (110% %) of the Base Rent then in effectcurrent market rent for new leases. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to One Hundred Ten percent (110% %) of the scheduled adjusted rentestimated future market rent(s).
13.1.4 Lessee’s remedy for (d) Lessor and Lessee hereby acknowledge that Lessor's disapproval of any breach proposed Assignment or Subletting pursuant to Paragraph 12 shall be deemed reasonably withheld if based upon any reasonable factor, specifically, without limitation, any or all of Section 13.1 the following factors:
(i) The proposed Assignment or Subletting would result in more than two subleases of portions of the premises being in effect at any one time during the Term;
(ii) The net effective rent payable by the Assignee or Sublessee (adjusted on a rentable square foot basis) is less than the net effective rent theft being quoted by Lessor shall be limited to compensatory damages and/or injunctive relief.for new leases in the Building for comparable size space for a comparable period of time;
13.1.5 (iii) The proposed Assignee or Sublessee is an existing tenant of the Project (or has negotiated with Lessor may reasonably withhold consent to in the last six (6) months) for space in the Project;
(iv) The proposed Assignee or Sublessee is a proposed assignment or subletting if Lessee is in Default at the time consent is requested.governmental entity,
13.1.6 Notwithstanding the foregoing, allowing a de minimis (v) The portion of the Premises, i.e., 20 square feet or less, premises to be used assigned or sublet is irregular in shape with inadequate means of ingress and egress:
(vi) The use of the Premises by a third-party vendor in connection with the installation of a vending machine Assignee or payphone shall not constitute a subletting.Sublessee;
Appears in 1 contract
Samples: Full Service Lease Gross (National Scientific Corp/Az)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, sublet, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s =s interest in this Lease or in the Premises without Lessor’s =s prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a A change in the control of Lessee whether by way of merger, sale, acquisition, financing, transfer, leveraged buy-out or otherwise, shall constitute an assignment requiring require Lessor=s prior written consent. The Any such assignment, sublet, transfer, on a cumulative basismortgage, of 25% encumbrance or more of the voting change in control of Lessee shall constitute a change in control for this purpose.is hereafter collectively referred to as AAssignment or Subletting.@
13.1.3 (b) An assignment Assignment or subletting Subletting without written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment Assignment or subletting Subletting as a noncurable Breach, Lessor may either: either (i) terminate this Lease, or (ii) upon 30 thirty (30) days written notice, increase the monthly Base Rent to one hundred ten percent (110% %) of the Base Rent then in effectcurrent market rent for new leases. Further, in the event of such Breach and rental adjustment, adjustment (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to one hundred ten percent (110% %) of the price previously in effect, effect and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to One Hundred Ten Percent (110% %) of the scheduled adjusted rentcurrent market rent for new leases.
13.1.4 Lessee’s remedy for (c) Lessor and Lessee hereby acknowledge that Lessor's disapproval of any breach proposed Assignment or Subletting pursuant to Paragraph 12 shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of Section 13.1 the following factors:
(i) The proposed Assignment or Subletting would result in more than two subleases of portions of the Premises being in effect at any one time during the Term;
(ii) The net effective rent payable by the Assignee or Sublessee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Lessor shall for new leases in the Building for comparable size space for a comparable period of time;
(iii) The proposed Assignee or Sublessee is an existing tenant of the Project or is negotiating with Lessor (or has negotiated with Lessor in the last six (6) months) for space in the Project;
(iv) The proposed Assignee or Sublessee is a governmental entity;
(v) The portion of the Premises to be limited assigned or sublet is irregular in shape with inadequate means of ingress and egress;
(vi) The use of the Premises by the Assignee or Sublessee;
(aa) Is not permitted by the use provisions hereof; or
(bb) Violates any exclusive use granted by Lessee to compensatory damages another tenant in the Building;
(vii) The Assignment or Subletting would likely result in a significant increase in the use of the parking areas or Common Areas by the Assignee's or Subtenant=s employees or visitors, and/or injunctive relief.significantly increase the demand upon utilities and services to be provided by Lessor to the Premises;
13.1.5 Lessor may reasonably withhold consent (viii) The Assignee or Sublessee does not have the financial capacity to a proposed assignment fulfill the obligations imposed by the Assignment or subletting if Subletting;
(ix) The Assignee or Sublessee is not in Lessee's reasonable opinion of reputable or good character or consistent with Lessee's desired tenant mix; or
(x) Lessee is in Default at the time consent is requesteddefault or breach under this Lease as defined in Paragraph 13.1.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Samples: Full Service Lease (Document Capture Technologies, Inc.)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or encumber (collectively, “assign assign” or “assignment”) or sublet all or any part of Lessee’s interest in this Lease or in the Premises; provided, however, Lessee may assign this Lease or sublet all or a portion of the Premises without to a person or entity with financial capacity not materially lower than that of Lessee or the Guarantor subject to the consent of Lessor’s prior written consent’, which consent shall not be unreasonably withheld. Reasonable withholding Lessee represents that it intends to assign the Premises and this Lease to Lumenis Inc. Lessor hereby consents to the assignment of consent would generally be limited this Lease by Lessee to Lumenis Inc., a change Massachusetts corporation, without release of Lessor and with appropriate assumption hereof by Lumenis Inc., all subject to the terms and conditions set forth in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskthis Lease.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.(b) [Intentionally deleted]
13.1.3 (c) [Intentionally deleted]
(d) An assignment or subletting without consent shall, at Lessor’s option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent.
13.1.4 (e) Lessee’s remedy for any breach of Section 13.1 Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 (f) Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 (g) Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 i.e. a total of 60 square feet or less, to be used by a third-third party vendor in connection solely with the installation of a vending machine machines or payphone payphones shall not constitute a subletting. Notwithstanding the above, (1) neither a public offering of stock of the Lessee pursuant to an effective offering statement filed with the Securities and Exchange Commission nor a sale of the stock of of the Lessee in connection with any other bona fide financing transaction shall be deemed an assignment of this Lease and not prohibited hereunder, and (2) (a) an assignment of this Lease or a sublease of the Premises hereunder to Lumenis, Inc., or an affiliate controlled by or under common control with Lessee is permitted without further request or consent hereunder, provided that any such assignment or sublease shall be on the exact terms and provisions as herein set forth and provided that no release of Lessee is effectuated thereby. No fee or charge shall be applicable to such agreed and consented assignment or sublease.
Appears in 1 contract
Samples: Standard Industrial/Commercial Single Tenant Lease (Lumenis LTD)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”collectively "ASSIGNMENT") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (b) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.l(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 thirty (30) days written noticenotice ("Lessor's Notice"), increase the monthly Base Rent to fair market value or one hundred ten percent (110% %) of the Base Rent then in effect, whichever is greater. Pending determination of the new fair market value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental market value adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value (without the Lease being considered an encumbrance or any deduction or depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition), or one hundred ten percent (110% %) of the price previously in effect, and whichever is greater, (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new market rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the market value adjustment.
13.1.4 Lessee’s remedy for (c) Notwithstanding any breach other provision of Section 13.1 by Lessor shall be limited this Lease to compensatory damages and/or injunctive relief.
13.1.5 Lessor the contrary, Lessee may reasonably withhold consent to a proposed assignment assign or subletting if Lessee is in Default transfer its right and obligations under this Lease at the time consent is requested.
13.1.6 Notwithstanding the foregoingany time, allowing a de minimis portion or sublease all or part of the Premises, i.e., 20 square feet or lessin each case with out Lessor's consent, to any entity which (i) acquires all or part of Lessee, (ii) acquires all or substantially all of the assets located on the Premises, (iii) is acquired in whole or in part by Lessee, (iv) is controlled directly on indirectly, Lessee, (v) is under common control with Lessee, (vi) controls directly or indirectly, Lessee (herein called an "Affiliate"), or (vii) which owns or is owned by the Affiliate: provided however, that Lessor's consent (which shall not be used by a third-party vendor unreasonably withheld, delayed or conditioned) shall be required if any of the transactions referred to in connection with clauses (i) through (vii) above (herein called an "acquisition") arise as the installation result of a vending machine or payphone shall not constitute a sublettingso-called "leveraged buyout" in which substantially all the assets of Lessee are pledged as security for the repayment of loans if the proceeds of such loans are used to finance the acquisition of Lessee.
Appears in 1 contract
Samples: Single Tenant Lease Net (Southwall Technologies Inc /De/)
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or "assignment”") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange(b) See Addendum, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% or more of the voting control of Lessee shall constitute a change in control for this purpose(S)16.
13.1.3 (c) See Addendum, (S)16.
(d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4, or a noncurable Breach without Paragraph 13.1(c). Lessor shall have the necessity of any notice and grace period. If Lessor elects right to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: upon thirty (i30) terminate this Lease, or (ii) upon 30 days written noticenotice ("Lessor's Notice"), increase the monthly Base Rent to fair market rental value or one hundred ten percent (110% %) of the Base Rent then in effect, whichever is greater. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental market value adjustment, (i) the purchase any index-oriented rental or price of any option to purchase the Premises held by Lessee adjustment formulas contained in this Lease shall be subject adjusted to similar adjustment require that the base index is determined with reference to 110% the index applicable to the time of the price previously in effectsuch adjustment, and (ii) all fixed and non-any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the new market rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the market value adjustment.
13.1.4 Lessee’s remedy for any breach of Section 13.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than (a) Lessor's decision to acquire the Premises and the establishment of the Base Rent was premised upon Lessor's existing relationship with respect Lessee. The mutual intent of the Parties was to provide Lessee with operational space within which to conduct and expand Lessee's business. The Parties intend that Lessee shall occupy at least Fifty Percent (50%) of the successor of substantially space within the entire business to which this Agreement relates, including, but not limited to, a reverse mergerPremises at all times during the Lease Term and any renewal thereof. Accordingly, Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or "assignment”") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a (b) A change in the control of Lessee shall constitute an assignment requiring Lessor's consent. The transfer, on a cumulative basis, of 25% fifty percent (50%) or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 An (c) The involvement of Lessee or its assets in any transaction, or series of transactions (by way of merger, sale, acquisition, financing, refinancing, transfer, leveraged buy-out or otherwise), whether or not a formal assignment or subletting without consent shallhypothecation of this Lease or Lessee's assets occurs, which results or will result in a reduction of the Net Worth of Lessee, as hereinafter defined, by an amount equal to or greater than twenty-five percent (25%) of such Net Worth of Lessee as it was represented in writing to Lessor at the time of the execution by Lessor of this Lease or at the time of the most recent assignment to which Lessor has consented, or as it exists immediately prior to said transaction or transactions constituting such reduction, at Lessor’s optionwhichever time said Net Worth of Lessee was or is greater, shall be a Default curable after notice per Section 14.4, or a noncurable Breach without the necessity considered an assignment of any notice and grace period. If Lessor elects to treat such unapproved assignment or subletting as a noncurable Breach, Lessor may either: (i) terminate this Lease, or (ii) upon 30 days written notice, increase the monthly Base Rent to 110% of the Base Rent then in effect. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held Lease by Lessee shall be subject to similar adjustment to 110% of the price previously in effect, and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to 110% of the scheduled adjusted rent.
13.1.4 Lessee’s remedy for any breach of Section 13.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 which Lessor may reasonably withhold consent its consent. "NET WORTH OF LESSEE" for purposes of this Lease shall be the net worth of Lessee established under generally accepted accounting principles consistently applied. Lessee shall provide to a proposed assignment or subletting if Lessee is in Default Lessor an unaudited balance sheet as of the date of the most recent quarter prior to the Commencement Date, at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation execution of a vending machine or payphone shall not constitute a sublettingthis Lease.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (a) Lessee shall not voluntarily or by operation of law assign, transfer, mortgage or otherwise transfer or encumber (collectively, “assign or assignment”"assign") or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent, which consent shall not be unreasonably withheld. Reasonable withholding given under and subject to the terms of consent would generally be limited to a change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased riskParagraph 36.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a (b) A change in the control of Lessee shall constitute an assignment requiring Lessor's consent. The transfer, on a cumulative basis, of twenty-five percent (25% %) or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 (c) See Addendum Paragraph 59
(d) An assignment or subletting of Lessee's interest in this Lease without Lessor's specific prior written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1, or a noncurable non-curable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved unconsented to assignment or subletting as a noncurable non-curable Breach, Lessor may shall have the right to either: (i) terminate this Lease, or (ii) upon 30 days thirty (30) days' written noticenotice ("Lessor's Notice"), increase the monthly Base Rent for the Premises to the greater of the then fair market rental value of the Premises, as reasonably determined by Lessor, or one hundred ten percent (110% %) of the Base Rent then in effect. Pending determination of the new fair market rental value, if disputed by Lessee, Lessee shall pay the amount set forth in Lessor's Notice, with any overpayment credited against the next installment(s) of Base Rent coming due, and any underpayment for the period retroactively to the effective date of the adjustment being due and payable immediately upon the determination thereof. Further, in the event of such Breach and rental adjustment, (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to the then fair market value as reasonably determined by Lessor (without the Lease being considered an encumbrance or any deduction for depreciation or obsolescence, and considering the Premises at its highest and best use and in good condition) or one hundred ten percent (110% %) of the price previously in effect, and (ii) all fixed any index-oriented rental or price adjustment formulas contained in this Lease shall be adjusted to require that the base index be determined with reference to the index applicable to the time of such adjustment, and non-(iii) any fixed rental adjustments scheduled during the remainder of the Lease term shall be increased in the same ratio as the now rental bears to 110% of the scheduled adjusted rentBase Rent in effect immediately prior to the adjustment specified in Lessor's Notice.
13.1.4 (e) Lessee’s 's remedy for any breach of Section 13.1 this Paragraph 12.1 by Lessor shall be limited to compensatory damages and/or injunctive relief.
13.1.5 Lessor may reasonably withhold consent to a proposed assignment or subletting if Lessee is in Default at the time consent is requested.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
Lessor's Consent Required. 13.1.1 Other than with respect to the successor of substantially the entire business to which this Agreement relates, including, but not limited to, a reverse merger, (A) Lessee shall not voluntarily or by operation of law assign, sublet, transfer, mortgage or encumber (collectively, “assign or assignment”) or sublet all or any part of Lessee’s 's interest in this Lease or in the Premises without Lessor’s 's prior written consent. Any such assignment, which consent shall not be unreasonably withheld. Reasonable withholding of consent would generally be limited to a sublet, transfer, mortgage, encumbrance or change in ownership or structure of Lessee’s business that puts future lease payments or compliance with other lease obligations at increased risk.
13.1.2 Unless Lessee is a corporation and its stock is publicly traded on a national stock exchange, a change in the control of Lessee shall constitute an assignment requiring consent. The transfer, on a cumulative basis, of 25% is hereafter collectively referred to as "ASSIGNMENT OR SUBLETTING."
(B) An Assignment or more of the voting control of Lessee shall constitute a change in control for this purpose.
13.1.3 An assignment or subletting Subletting without written consent shall, at Lessor’s 's option, be a Default curable after notice per Section 14.4Paragraph 13.1(c), or a noncurable Breach without the necessity of any notice and grace period. If Lessor elects to treat such unapproved assignment Assignment or subletting Subletting as a noncurable Breach, Lessor may either: either (i) terminate this Lease, or (ii) upon 30 thirty (30) days written notice, increase the monthly Base Rent to one hundred ten percent (110% %) of the Base Rent then in effectcurrent monthly base rent being paid by Lessee. Further, in the event of such Breach and rental adjustment, adjustment (i) the purchase price of any option to purchase the Premises held by Lessee shall be subject to similar adjustment to one hundred ten percent (110% %) of the price previously in effect, effect and (ii) all fixed and non-fixed rental adjustments scheduled during the remainder of the Lease term shall be increased to One Hundred Ten Percent (110% %) of the scheduled adjusted rentcurrent market rent for new leases.
13.1.4 Lessee’s remedy for (C) Lessor and Lessee hereby acknowledge that Lessor's disapproval of any breach proposed Assignment or Subletting pursuant to Paragraph 12 shall be deemed reasonably withheld if based upon any reasonable factor, including, without limitation, any or all of Section 13.1 the following factors:
(I) The proposed Assignment or Subletting would result in more than two subleases of portions of the Premises being in effect at any one time during the Term;
(II) The net effective rent payable by the Assignee or Sublessee (adjusted on a rentable square foot basis) is less than the net effective rent then being quoted by Lessor shall for new leases in the Building for comparable size space for a comparable period of time, provided there is then currently available rental space in the Building;
(III) The proposed Assignee or Sublessee is an existing tenant of the Project or is negotiating with Lessor (or has negotiated with Lessor in the last six (6) months) for space in the Project, provided there is then currently available rentable space in the Building of comparable size for a comparable period of time;
(IV) The proposed Assignee or Sublessee is a governmental entity;
(V) The portion of the Premises to be limited assigned or sublet is irregular in shape with inadequate means of ingress and egress;
(VI) The use of the Premises by the Assignee or Sublessee;
(AA) Is not permitted by the use provisions hereof; or
(BB) Violates any exclusive use granted by Lessee to compensatory damages another tenant in the Building;
(VII) The Assignment or Subletting would likely result in a significant increase in the use of the parking areas or Common Areas by the Assignee's or Subtenant's employees or visitors, and/or injunctive relief.significantly increase the demand upon utilities and services to be provided by Lessor to the Premises;
13.1.5 Lessor may reasonably withhold consent (VIII) The Assignee or Sublessee does not have the financial capacity to a proposed assignment fulfill the obligations imposed by the Assignment or subletting if Subletting;
(IX) The Assignee or Sublessee is not in Lessee's reasonable opinion of reputable or good character; or
(X) Lessee is in Default at the time consent is requesteddefault or breach under this Lease as defined in Paragraph 13.1.
13.1.6 Notwithstanding the foregoing, allowing a de minimis portion of the Premises, i.e., 20 square feet or less, to be used by a third-party vendor in connection with the installation of a vending machine or payphone shall not constitute a subletting.
Appears in 1 contract
