Common use of Liability of Transferors/Transferees For Lease Obligations Clause in Contracts

Liability of Transferors/Transferees For Lease Obligations. In the case of an assignment, including an assignment pursuant to Section 17.6.5, each Permitted Transferee and any other assignees or transferees of this Lease shall assume in writing all of Tenant’s obligations thereafter arising under this Lease. However, under no circumstances shall any such assignment result in a Leasehold Mortgagee assuming responsibility or liability for any Excluded Defaults or as otherwise expressly provided in this Lease. All assignees or transferees of any interest in this Lease or the Premises or Improvements (whether or not directly liable on this Lease) shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except as otherwise provided in Section 17.6.5, the transferor may be released from all liability under this Lease only if the Permitted Transferee or other transferee agrees in writing to assume all of transferor’s obligations and liabilities and provides to County evidence of sufficient and adequate assets, including any required insurance policies, subject to approval by County, which approval shall not be unreasonably withheld, that evidence said Permitted Transferee’s or other transferees’ financial and otherwise competence to assume transferor’s obligations and liability (an “Approved Release”). Except as otherwise provided in Section 17.6.5 and except for an Approved Release, for all other Transfers, any transferor of any interest in this Lease or the Premises or Improvements shall remain primarily liable for all obligations hereunder and shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except as otherwise provided in Section 17.6.5 and except for an Approved Release, the County may proceed directly against the transferor in its sole and absolute discretion, with no obligation to exhaust its remedies against the transferee. Notwithstanding anything to the contrary contained herein, County consent shall not be required for any of the following: (i) the exercise by the Limited Partner of its rights pursuant to Tenant’s Partnership Agreement to remove the general partner of the Tenant and appoint the Limited Partner or an Affiliate thereof as interim general partner of the Tenant; (ii) the exercise by the Limited Partner of its right to enforce any repurchase requirements under Tenant’s Partnership Agreement; and/or (iii) a transfer by the Limited Partner of its partnership interest in Tenant to an Affiliate of the Limited Partner.

Liability of Transferors/Transferees For Lease Obligations. In the case of an assignment, including an assignment pursuant to Section 17.6.5, each Permitted Transferee and any other assignees or transferees of this Lease shall assume in writing all of Tenant’s obligations thereafter arising under this Lease. However, under no circumstances shall any such assignment result in a Leasehold Mortgagee assuming responsibility or liability for any Excluded Defaults or as otherwise expressly provided in this Lease. All assignees or transferees of any interest in this Lease or the Premises or Improvements (whether or not directly liable on this Lease) shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except as otherwise provided in Section 17.6.5, the transferor may be released from all liability under this Lease only if the Permitted Transferee or other transferee agrees in writing to assume all of transferor’s obligations and liabilities and provides to County Lessor evidence of sufficient and adequate assets, including any required insurance policies, subject to approval by CountyLessor, which approval shall not be unreasonably withheld, that evidence said Permitted Transferee’s or other transferees’ financial and otherwise competence to assume transferor’s obligations and liability (an “Approved Release”). Except as otherwise provided in Section 17.6.5 and except for an Approved Release, for all other Transfers, any transferor of any interest in this Lease or the Premises or Improvements shall remain primarily liable for all obligations hereunder and shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except as otherwise provided in Section 17.6.5 and except for an Approved Release, the County Lessor may proceed directly against the transferor in its sole and absolute discretion, with no obligation to exhaust its remedies against the transferee. Notwithstanding anything to the contrary contained herein, County Lessor consent shall not be required for any of the following: (i) the exercise by the Limited Partner of its rights pursuant to Tenant’s Partnership Agreement to remove the general partner of the Tenant and appoint the Limited Partner or an Affiliate affiliate thereof as interim general partner of the Tenant; (ii) the exercise by the Limited Partner of its right to enforce any repurchase requirements under Tenant’s Partnership Agreement; and/or (iii) a transfer by the Limited Partner of its partnership interest in Tenant to an Affiliate of the Limited Partner.

Liability of Transferors/Transferees For Lease Obligations. In the case of an assignment, including an assignment pursuant to Section 17.6.5, each Permitted Transferee and any other assignees or transferees of this Lease shall assume in writing all of Tenant’s obligations thereafter arising under this Lease. However, under no circumstances shall any such assignment result in a Leasehold Mortgagee assuming responsibility or liability for any Excluded Defaults or as otherwise expressly provided in this Lease. All assignees or transferees of any interest in this Lease or the Premises or Improvements (whether or not directly liable on this Lease) shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except as otherwise provided in Section 17.6.5, the transferor may be released from all liability under this Lease only if the Permitted Transferee or other transferee agrees in writing to assume all of transferor’s obligations and liabilities and provides to County evidence of sufficient and adequate assets, including any required insurance policies, subject to approval by County, which approval shall not be unreasonably withheld, that evidence said Permitted Transferee’s or other transferees’ financial and otherwise competence to assume transferor’s obligations and liability (an “Approved Release”). Except as otherwise provided in Section 17.6.5 and except for an Approved Release, for all other Transfers, any transferor of any interest in this Lease or the Premises or Improvements shall remain primarily liable for all obligations hereunder and shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except as otherwise provided in Section 17.6.5 and except for an Approved Release, the County may proceed directly against the transferor in its sole and absolute discretion, with no obligation to exhaust its remedies against the transferee. Notwithstanding anything to the contrary contained herein, County consent shall not be required for any of the following: (i) the exercise by the Limited Partner of its rights pursuant to Tenant’s Partnership Agreement to remove the general partner of the Tenant and appoint the Limited Partner or an Affiliate thereof as interim general partner of the Tenant; (ii) the exercise by the Limited Partner of its right to enforce any repurchase requirements under Tenant’s Partnership Agreement; and/or (iii) a transfer by the Limited Partner of its partnership interest in Tenant to an Affiliate of the Limited Partner.

Liability of Transferors/Transferees For Lease Obligations. In the case of an assignment, including an assignment pursuant to Section 17.6.5, each Permitted Transferee and any other assignees or transferees of this Lease shall assume in writing all of Tenant’s obligations thereafter arising under this Lease. However, under no circumstances shall any such assignment result in a Leasehold Mortgagee assuming responsibility or liability for any Excluded Defaults or as otherwise expressly provided in this Lease. All assignees or transferees of any interest in this Lease or the Premises or Improvements (whether or not directly liable on this Lease) shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except TheExcept as otherwise provided in Section 17.6.5, the transferor may be released from all liability under this Lease only if the Permitted Transferee or other transferee agrees in writing to assume all of transferor’s obligations and liabilities and provides to County District evidence of sufficient and adequate assets, including any required insurance policies, subject to approval by CountyDistrict, which approval shall not be unreasonably withheld, that evidence said Permitted Transferee’s or other transferees’ financial and otherwise competence to assume transferor’s obligations and liability (an “Approved Release”)liability. For Except as otherwise provided in Section 17.6.5 and except for an Approved Release, for all other Transfers, any transferor of any interest in this Lease or the Premises or Improvements shall remain primarily liable for all obligations hereunder and shall be subject to the terms, conditions, covenants, restrictions and reservations of this Lease. Except TheExcept as otherwise provided in Section 17.6.5 and except for an Approved Release, the County District may proceed directly against the transferor in its sole and absolute discretion, with no obligation to exhaust its remedies against the transferee. Notwithstanding anything to the contrary contained herein, County District consent shall not be required for any of the following: (i) the exercise by the Limited Partner of its rights pursuant to Tenant’s the Partnership Agreement to remove the general partner of the Tenant and appoint the Limited Partner or an Affiliate affiliate thereof as interim general partner of the Tenant; (ii) the exercise by the Limited Partner of its right to enforce any repurchase requirements under Tenant’s the Partnership Agreement; and/or (iii) a transfer by the Limited Partner of its partnership interest in Tenant to an Affiliate of the Limited Partner.