Common use of Limits on Assignment, Subletting and Substitution Clause in Contracts

Limits on Assignment, Subletting and Substitution. Tenant shall not have the right to assign, sublet, or license, or grant any similar right regarding all or any portion of any Property Location unless Tenant shall have provided to Landlord, immediately prior to the effective date of such assignment, sublease, license, or similar agreement, an officer’s certificate (the “Assignment or Sublease Officer’s Certificate”) signed by an officer of the assignee, sublessee, licensee or similar occupant, as the case may be, certifying that none of the parties identified by Landlord as a ten percent (10%) or more shareholder of Landlord (on a written list certified by Landlord and to be provided to Tenant following the request of Tenant in connection with any proposed assignment, sublease, license or similar agreement) owns, directly or, to the assignee’s, sublessee’s, licensee’s or similar occupant’s actual knowledge after such assignee, sublessee, licensee or similar occupant has made inquiry of its officer or similar person that is responsible for maintaining records regarding the direct ownership of such assignee, sublessee, licensee or similar occupant, indirectly, (1) ten percent (10%) or more of the total combined voting power of all classes of voting capital stock of the assignee, sublessee, licensee or similar occupant, as the case may be, or (2) ten percent (10%) or more of the total value of all classes of capital stock of the assignee, sublessee, licensee or similar occupant, as the case may be. Landlord shall provide the written list described in the preceding sentence within five (5) business days of written request therefor by Tenant and, in the absence of timely provision of such list, such officer’s certificate shall be based on the latest written list delivered by Landlord to Tenant.

Limits on Assignment, Subletting and Substitution. 8 Tenant shall not have the right to assign, sublet, or license, or grant any similar right regarding all or any portion of any Property Location unless Tenant shall have provided to Landlord, immediately prior to the effective date of such assignment, sublease, license, or similar agreement, an officer’s certificate (the “Assignment or Sublease Officer’s Certificate”) signed by an officer of the assignee, 6 Use bracketed version as alternative provision for master leases covering five or more properties 7 If the breakout lease is a master lease of five (5) or more properties, reinsert 12.05 from the Amended and Restated Master Lease 8 Use bracketed language only if breakout lease Landlord is a REIT. sublessee, licensee or similar occupant, as the case may be, certifying that none of the parties identified by Landlord as a ten percent (10%) or more shareholder of Landlord (on a written list certified by Landlord and to be provided to Tenant following the request of Tenant in connection with any proposed assignment, sublease, license or similar agreement) owns, directly or, to the assignee’s, sublessee’s, licensee’s or similar occupant’s actual knowledge after such assignee, sublessee, licensee or similar occupant has made inquiry of its officer or similar person that is responsible for maintaining records regarding the direct ownership of such assignee, sublessee, licensee or similar occupant, indirectly, (1) ten percent (10%) or more of the total combined voting power of all classes of voting capital stock of the assignee, sublessee, licensee or similar occupant, as the case may be, or (2) ten percent (10%) or more of the total value of all classes of capital stock of the assignee, sublessee, licensee or similar occupant, as the case may be. Landlord shall provide the written list described in the preceding sentence within five (5) business days of written request therefor by Tenant and, in the absence of timely provision of such list, such officer’s certificate shall be based on the latest written list delivered by Landlord to Tenant.]