No Assignment and Subletting. (a) Notwithstanding any provision herein to the contrary or reference herein to concessionaires or subtenants or otherwise, Tenant agrees not to assign or in any manner transfer this Lease or any estate or interest therein, and not to lease or sublet the Premises or any part or parts thereof or any right or privilege appurtenant thereto, and not to allow anyone to conduct business at, upon or from the Premises (whether as concessionaire, franchisee, licensee, permittee, subtenant, department operator or otherwise), either by voluntary or involuntary act of Tenant or by operation of law or otherwise. Without limiting any of the other provisions of this Section 13.01, the restrictions of this Section 13.01 shall apply to any merger, consolidation or other reorganization of Tenant or of Tenant’s Guarantor or of any corporate entity which directly or indirectly controls Tenant, and any such merger, consolidation or other reorganization shall be deemed an assignment of this Lease within the meaning of this Section 13.01. Xxxxxxxx has entered into this Lease with Tenant in order to obtain for the benefit of The Mall at Millenia the unique attraction of Tenant’s trade name set forth in Section 1.01(l) hereof and the unique merchandising mix and product line associated with Tenant’s business as described in Section 7.01, and Landlord has specifically relied on the identity and special skill of Tenant in its ability to conduct the specific business identified in Section 7.01, and the foregoing prohibition on assignment or subletting or the like is expressly agreed to by Tenant as an inducement to Landlord to lease to Tenant. The sale, assignment or other transfer of either (i) fifty percent (50%) or more of Tenant’s assets or of the assets owned by Tenant’s Guarantor, related to its retail operations, or (ii) twenty-five percent (25%) or more of the stores operated under Tenant’s trade name shall be deemed to be a prohibited assignment of this Lease within the meaning of this Section 13.01.
Appears in 1 contract
Samples: Lease Agreement (Impossible Kicks Holding Company, Inc.)
No Assignment and Subletting. (a) Notwithstanding any provision herein to the contrary or reference herein to concessionaires or subtenants or otherwise, Tenant agrees not to assign or in any manner transfer this Lease or any estate or interest therein, and not to lease or sublet the Premises or any part or parts thereof or any right or privilege appurtenant thereto, and not to allow anyone to conduct business at, upon or from the Premises (whether as concessionaire, franchisee, licensee, permittee, subtenant, department operator or otherwise), either by voluntary or involuntary act of Tenant or by operation of law or otherwise. Without limiting any of the other provisions of this Section 13.01, the restrictions of this Section 13.01 shall apply to any merger, consolidation or other reorganization of Tenant or of Tenant’s Guarantor or of any corporate entity which directly or indirectly controls Tenant, and any such merger, consolidation or other reorganization shall be deemed an assignment of this Lease within the meaning of this Section 13.01. Xxxxxxxx Landlord has entered into this Lease with Tenant in order to obtain for the benefit of The Mall at Millenia Gardens the unique attraction of Tenant’s trade name set forth in Section 1.01(l) hereof and the unique merchandising mix and product line associated with Tenant’s business as described in Section 7.01, and Landlord has specifically relied on the identity and special skill of Tenant in its ability to conduct the specific business identified in Section 7.01, and the foregoing prohibition on assignment or subletting or the like is expressly agreed to by Tenant Xxxxxx as an inducement to Landlord to lease to Tenant. The sale, assignment or other transfer of either (i) fifty percent (50%) or more of Tenant’s assets or of the assets owned by Tenant’s Guarantor, related to its retail operations, or (ii) twenty-five percent (25%) or more of the stores operated under Tenant’s trade name shall be deemed to be a prohibited assignment of this Lease within the meaning of this Section 13.01.
(b) The sale, issuance or transfer of any voting capital stock of Tenant or Tenant’s Guarantor, if any, or any voting capital stock of any corporate entity which directly or indirectly controls Tenant (if Tenant or Tenant’s Guarantor, if any, or any such controlling corporate entity is a corporation the stock of which is not traded on the New York Stock Exchange or the American Stock Exchange), or any interests in any noncorporate entity which directly or indirectly controls Tenant or Tenant’s Guarantor, if any, which results in a change in the direct or indirect voting control of Tenant, or Tenant’s Guarantor, if any, shall be deemed to be a prohibited assignment of this Lease within the meaning of this Section 13.01. If Tenant is a partnership, trust or an unincorporated association, then the sale, issuance or transfer of a controlling interest therein, or the transfer of a majority interest in or a change in the voting control of any partnership, trust, unincorporated association, or corporation which directly or indirectly controls Tenant, or the transfer of any portion of any general partnership or managing interest in Tenant or in any such entity, shall be deemed to be a prohibited assignment of this Lease within the meaning of this Section 13.01.
(c) In the event Tenant shall request the consent of Landlord to any assignment or subletting, then Tenant shall pay, as additional rent, Landlord’s reasonable attorneys’ fees and processing fees incurred in connection therewith, provided, however such attorneys’ fees and processing fees do not exceed Two Thousand Dollars ($2,000.00)per instance.
Appears in 1 contract
Samples: Lease Agreement (Impossible Kicks Holding Company, Inc.)
No Assignment and Subletting. (a) Notwithstanding any provision herein to the contrary or reference herein to concessionaires or subtenants Cowen shall not, by operation of law or otherwise, Tenant agrees not to assign assign, sell, mortgage, pledge or in any manner transfer this Lease Sublease or any estate or interest therein, and not to lease or sublet the Subleased Premises or any part or parts thereof thereof, or grant any concession or license or otherwise permit occupancy of all or any right or privilege appurtenant theretopart of the Subleased Premises by any other person, except with the prior written consent of SG, which consent shall not be unreasonably withheld, and not to allow anyone to conduct business at, upon or from the Premises (whether as concessionaire, franchisee, licensee, permittee, subtenant, department operator or otherwise), either by voluntary or involuntary act of Tenant or by operation of law or otherwise. Without limiting any of Landlord in accordance with the other provisions of this Section 13.0113.
(b) Any proposed assignment or subletting by Cowen of the Subleased Premises shall be subject to the following conditions:
(i) Cowen agrees that no request to assign this Sublease or sublet all or part of the Subleased Premises shall be made prior to January 1, 2007;
(ii) Any request by Cowen to assign this Sublease or sublet all or part of the Subleased Premises may be made only in respect of (A) the entire portion of the Subleased Premises that Cowen occupies on the sixth floor of the Building, and/or (B) the entire fourteenth floor of the Building and/or (C) the entire fifteenth floor of the Building. The assignment or subletting of a portion of the fourteenth floor or a portion of the fifteenth floor of the Building is not permitted;
(iii) Cowen may not make a request to sublet the fifteenth floor unless it has previously given SG an Offer Notice (as hereinafter defined) for the fourteenth floor or unless it gives SG an Offer notice for both the fourteenth and fifteenth floors; and
(iv) Cowen may not assign or sublet any portion of the Data Center or IDF closets.
(c) If Cowen desires to assign this Sublease or sublet all or part of the Subleased Premises as described in the preceding sentences, Cowen shall give to SG a notice (the “Offer Notice”), specifying (i) the portion of the Subleased Premises to be assigned or sublet (the “Offered Premises”), and (ii) the anticipated commencement date of the proposed assignment or sublease. Within thirty (30) days of receiving an Offer Notice from Xxxxx XX shall notify Cowen whether it wishes to recapture the Offered Premises. If SG sends Cowen a notice (“Recapture Notice”) that it wishes to recapture the Offered Premises, SG and Cowen shall mutually agree on a date, which date shall not be earlier than sixty (60) days, and not later than one hundred-eighty (180) days, after the date of the Recapture Notice, for the recapture by SG, and the surrender by Cowen, of the Offered Premises. If SG elects to recapture the Offered Premises, SG and Cowen shall move as quickly as practicable to amend this Sublease and/or otherwise document the recapture by SG, and the surrender by Cowen, of the Offered Premises.
(d) If SG has not elected to recapture the Offered Premises, Cowen shall furnish SG and the Landlord with (i) a term sheet or copy of the proposed assignment or sublease, (ii) a statement setting forth in reasonable detail the identity of the proposed assignee or subtenant, the restrictions nature of its business and its proposed use of the Subleased Premises, (iii) current financial information with respect to the proposed assignee or subtenant, including without limitation, its most recent financial statements and (iv) such other information as either SG or the Landlord may reasonably request. In the event that SG and the Landlord each consents to any assignment of this Sublease or subletting of the Subleased Premises, Cowen shall deliver to SG and the Landlord (A) an executed counterpart of the assignment or sublease agreement, in form and substance reasonably satisfactory to SG and the Landlord, and (B) a certificate of insurance evidencing (x) that SG and the Landlord have been named as additional insureds under the insurance policies required to be maintained by Cowen pursuant to Section 13.01 14 of the Sublease, and (y) that the insurance referred to therein is in full force and effect. Each assignment or sublease shall apply provide that the subtenant may not assign its rights thereunder or further sublet the space demised under the sublease, in whole or in part, without SG’s consent. Cowen also agrees to pay to SG in connection with any mergerassignment of this Sublease or subletting of the Offered Premises Xxxxx’x Pro Rata Share of all investment costs incurred by SG in respect of the Subleased Premises.
(e) Notwithstanding any assignment or subletting permitted by SG and the Landlord, consolidation Cowen shall remain fully liable on this Sublease, and Cowen agrees that it shall continue to be directly responsible for the payment to SG of Fixed Rent and Additional Rent and the performance of all obligations of Cowen under this Sublease. Cowen further agrees that any violation of any provision of this Sublease during the term hereof by any assignee, subtenant or other reorganization of Tenant or of Tenant’s Guarantor or of any corporate entity which directly or indirectly controls Tenant, and any such merger, consolidation or other reorganization occupant shall be deemed an assignment a violation by Cowen, it being the intention that Cowen shall be liable to SG for any and all acts and omissions of this Lease within any and all assignees, subtenants and other occupants of the meaning Subleased Premises.
(f) If the aggregate of this Section 13.01. Xxxxxxxx has entered into this Lease with Tenant the amounts payable as rent or otherwise by a subtenant under a sublease of any part of the Subleased Premises (including, without limitation, all amounts payable on account of changes in order real estate taxes, operating costs, maintenance costs, labor rates, indexes or other formulas contained in the sublease but excluding consideration paid in respect of actual services rendered to obtain the extent that the same does not exceed that which a bona fide third party would pay for the benefit same services) shall be in excess of The Mall Xxxxx’x Basic Cost therefor at Millenia that time, then promptly after the unique attraction collection thereof by Cowen, Cowen shall pay to SG, in monthly installments, as Additional Rent an amount equal to seventy-five percent (75%) of Tenant’s trade name set forth in Section 1.01(l) hereof and such excess. (Cowen acknowledges that SG is obligated pursuant to the unique merchandising mix and product line associated with Tenant’s business as described in Section 7.01, and Landlord has specifically relied on terms of the identity and special skill of Tenant in its ability Primary Lease to conduct the specific business identified in Section 7.01, and the foregoing prohibition on assignment or subletting or the like is expressly agreed to by Tenant as an inducement to Landlord to lease to Tenant. The sale, assignment or other transfer of either (i) pay fifty percent (50%) or more of Tenant’s assets or any excess amount collected by Cowen from any subtenant to the Landlord.) Cowen shall deliver to SG upon request a statement in reasonable detail showing the calculation of the assets owned amounts payable and paid by Tenant’s Guarantorthe subtenant to Cowen with respect to the sublease for the period covered by such statement. “Xxxxx’x Basic Cost” for sublet space at any time means the sum of (i) the portion of the Fixed Rent, related Real Estate Taxes and Cost of Operation and Maintenance which is attributable to its retail operationsthe sublet space, or plus (ii) twenty-five percent the amount of any costs incurred by Cowen in making alterations to the sublet space for the subtenant, and the amount of any work allowance granted by Cowen to the subtenant, plus (25%iii) or more the amount of the stores operated under Tenant’s trade name shall be deemed to be unamortized cost of any Cowen leasehold improvements as reflected on Xxxxx’x books, plus (iv) the amount of any reasonable brokerage commissions and reasonable legal fees, marketing costs, and other reasonable costs paid by Cowen in connection with the sublease amortized on a prohibited assignment straight line basis over the term of this Lease within the meaning of this Section 13.01sublease.
Appears in 1 contract
Samples: Sublease (Cowen Group, Inc.)
No Assignment and Subletting. (a) Notwithstanding any provision herein to the contrary or reference herein to concessionaires or subtenants or otherwise, Tenant agrees not to assign or in any manner transfer this Lease or any estate or interest therein, and not to lease or sublet the Premises or any part or parts thereof or any right or privilege appurtenant thereto, and not to allow anyone to conduct business at, upon or from the Premises (whether as concessionaire, franchisee, licensee, permittee, subtenant, department operator or otherwise), either by voluntary or involuntary act of Tenant or by operation of law or otherwise. Without limiting any of the other provisions of this Section 13.01, the restrictions of this Section 13.01 shall apply to any merger, consolidation or other reorganization of Tenant or of Tenant’s Guarantor or of any corporate entity which directly or indirectly controls Tenant, and any such merger, consolidation or other reorganization shall be deemed an assignment of this Lease within the meaning of this Section 13.01. Xxxxxxxx Landlord has entered into this Lease with Tenant in order to obtain for the benefit of The Mall at Millenia Somerset Collection North the unique attraction of Tenant’s trade name set forth in Section 1.01(l) hereof and the unique merchandising mix and product line associated with Tenant’s business as described in Section 7.01, and Landlord has specifically relied on the identity and special skill of Tenant in its ability to conduct the specific business identified in Section 7.01, and the foregoing prohibition on assignment or subletting or the like is expressly agreed to by Tenant Xxxxxx as an inducement to Landlord to lease to Tenant. The sale, assignment or other transfer of either (i) fifty percent (50%) or more of Tenant’s assets or of the assets owned by Tenant’s Guarantor, related to its retail operations, or (ii) twenty-five percent (25%) or more of the stores operated under Tenant’s trade name shall be deemed to be a prohibited assignment of this Lease within the meaning of this Section 13.01.
Appears in 1 contract
Samples: Lease Agreement (Impossible Kicks Holding Company, Inc.)
No Assignment and Subletting. (a) Notwithstanding any provision herein to the contrary or reference herein to concessionaires or subtenants Cowen shall not, by operation of law or otherwise, Tenant agrees not to assign assign, sell, mortgage, pledge or in any manner transfer this Lease Sublease or any estate or interest therein, and not to lease or sublet the Subleased Premises or any part or parts thereof thereof, or grant any concession or license or otherwise permit occupancy of all or any right or privilege appurtenant theretopart of the Subleased Premises by any other person, except with the prior written consent of SG, which consent shall not be unreasonably withheld, and not to allow anyone to conduct business at, upon or from the Premises (whether as concessionaire, franchisee, licensee, permittee, subtenant, department operator or otherwise), either by voluntary or involuntary act of Tenant or by operation of law or otherwise. Without limiting any of Landlord in accordance with the other provisions of this Section 13.0113.
(b) Any proposed assignment or subletting by Cowen of the Subleased Premises shall be subject to the following conditions:
(i) Cowen agrees that no request to assign this Sublease or sublet all or part of the Subleased Premises shall be made prior to January 1, 2007;
(ii) Any request by Cowen to assign this Sublease or sublet all or part of the Subleased Premises may be made only in respect of (A) the entire portion of the Subleased Premises that Cowen occupies on the sixth floor of the Building, and/or (B) the entire fourteenth floor of the Building and/or (C) the entire fifteenth floor of the Building. The assignment or subletting of a portion of the fourteenth floor or a portion of the fifteenth floor of the Building is not permitted;
(iii) Cowen may not make a request to sublet the fifteenth floor unless it has previously given SG an Offer Notice (as hereinafter defined) for the fourteenth floor or unless it gives SG an Offer notice for both the fourteenth and fifteenth floors; and
(iv) Cowen may not assign or sublet any portion of the Data Center or IDF closets.
(c) If Cowen desires to assign this Sublease or sublet all or part of the Subleased Premises as described in the preceding sentences, Cowen shall give to SG a notice (the “Offer Notice”), specifying (i) the portion of the Subleased Premises to be assigned or sublet (the “Offered Premises”), and (ii) the anticipated commencement date of the proposed assignment or sublease. Within thirty (30) days of receiving an Offer Notice from Cxxxx XX shall notify Cowen whether it wishes to recapture the Offered Premises. If SG sends Cowen a notice (“Recapture Notice”) that it wishes to recapture the Offered Premises, SG and Cowen shall mutually agree on a date, which date shall not be earlier than sixty (60) days, and not later than one hundred-eighty (180) days, after the date of the Recapture Notice, for the recapture by SG, and the surrender by Cowen, of the Offered Premises. If SG elects to recapture the Offered Premises, SG and Cowen shall move as quickly as practicable to amend this Sublease and/or otherwise document the recapture by SG, and the surrender by Cowen, of the Offered Premises.
(d) If SG has not elected to recapture the Offered Premises, Cowen shall furnish SG and the Landlord with (i) a term sheet or copy of the proposed assignment or sublease, (ii) a statement setting forth in reasonable detail the identity of the proposed assignee or subtenant, the restrictions nature of its business and its proposed use of the Subleased Premises, (iii) current financial information with respect to the proposed assignee or subtenant, including without limitation, its most recent financial statements and (iv) such other information as either SG or the Landlord may reasonably request. In the event that SG and the Landlord each consents to any assignment of this Sublease or subletting of the Subleased Premises, Cowen shall deliver to SG and the Landlord (A) an executed counterpart of the assignment or sublease agreement, in form and substance reasonably satisfactory to SG and the Landlord, and (B) a certificate of insurance evidencing (x) that SG and the Landlord have been named as additional insureds under the insurance policies required to be maintained by Cowen pursuant to Section 13.01 14 of the Sublease, and (y) that the insurance referred to therein is in full force and effect. Each assignment or sublease shall apply provide that the subtenant may not assign its rights thereunder or further sublet the space demised under the sublease, in whole or in part, without SG’s consent. Cowen also agrees to pay to SG in connection with any mergerassignment of this Sublease or subletting of the Offered Premises Cxxxx’x Pro Rata Share of all investment costs incurred by SG in respect of the Subleased Premises.
(e) Notwithstanding any assignment or subletting permitted by SG and the Landlord, consolidation Cowen shall remain fully liable on this Sublease, and Cowen agrees that it shall continue to be directly responsible for the payment to SG of Fixed Rent and Additional Rent and the performance of all obligations of Cowen under this Sublease. Cowen further agrees that any violation of any provision of this Sublease during the term hereof by any assignee, subtenant or other reorganization of Tenant or of Tenant’s Guarantor or of any corporate entity which directly or indirectly controls Tenant, and any such merger, consolidation or other reorganization occupant shall be deemed an assignment a violation by Cowen, it being the intention that Cowen shall be liable to SG for any and all acts and omissions of this Lease within any and all assignees, subtenants and other occupants of the meaning Subleased Premises.
(f) If the aggregate of this Section 13.01. Xxxxxxxx has entered into this Lease with Tenant the amounts payable as rent or otherwise by a subtenant under a sublease of any part of the Subleased Premises (including, without limitation, all amounts payable on account of changes in order real estate taxes, operating costs, maintenance costs, labor rates, indexes or other formulas contained in the sublease but excluding consideration paid in respect of actual services rendered to obtain the extent that the same does not exceed that which a bona fide third party would pay for the benefit same services) shall be in excess of The Mall Cxxxx’x Basic Cost therefor at Millenia that time, then promptly after the unique attraction collection thereof by Cowen, Cowen shall pay to SG, in monthly installments, as Additional Rent an amount equal to seventy-five percent (75%) of Tenant’s trade name set forth in Section 1.01(l) hereof and such excess. (Cowen acknowledges that SG is obligated pursuant to the unique merchandising mix and product line associated with Tenant’s business as described in Section 7.01, and Landlord has specifically relied on terms of the identity and special skill of Tenant in its ability Primary Lease to conduct the specific business identified in Section 7.01, and the foregoing prohibition on assignment or subletting or the like is expressly agreed to by Tenant as an inducement to Landlord to lease to Tenant. The sale, assignment or other transfer of either (i) pay fifty percent (50%) or more of Tenant’s assets or any excess amount collected by Cowen from any subtenant to the Landlord.) Cowen shall deliver to SG upon request a statement in reasonable detail showing the calculation of the assets owned amounts payable and paid by Tenant’s Guarantorthe subtenant to Cowen with respect to the sublease for the period covered by such statement. “Cxxxx’x Basic Cost” for sublet space at any time means the sum of (i) the portion of the Fixed Rent, related Real Estate Taxes and Cost of Operation and Maintenance which is attributable to its retail operationsthe sublet space, or plus (ii) twenty-five percent the amount of any costs incurred by Cowen in making alterations to the sublet space for the subtenant, and the amount of any work allowance granted by Cowen to the subtenant, plus (25%iii) or more the amount of the stores operated under Tenant’s trade name shall be deemed to be unamortized cost of any Cowen leasehold improvements as reflected on Cxxxx’x books, plus (iv) the amount of any reasonable brokerage commissions and reasonable legal fees, marketing costs, and other reasonable costs paid by Cowen in connection with the sublease amortized on a prohibited assignment straight line basis over the term of this Lease within the meaning of this Section 13.01sublease.
Appears in 1 contract
Samples: Sublease (Cowen Group, Inc.)
