Common use of No Assignment or Subletting Without Consent Clause in Contracts

No Assignment or Subletting Without Consent. Subject to Section 10.01(e) of the Original Lease, Subtenant shall not assign, sublease, transfer or encumber any interest in this Sublease or allow any third party to use any portion of the Subleased Premises (collectively or individually, a “Transfer”), without the prior written consent of Sublandlord and Master Landlord, which may be granted or withheld in accordance with Section 10.01 of the Original Lease; provided, it shall be deemed reasonable for Sublandlord to withhold it’s consent if Master Landlord has declined to grant the same. Any Transfer or attempted Transfer without the consent of Sublandlord and Master Landlord (which such consent is required pursuant to this Section 13) shall be a default by Subtenant and, in addition to any other rights and remedies, shall entitle Sublandlord to terminate this Sublease. To the extent that rent paid by such assignee or sub-sublessee of Subtenant is in excess of Rent paid by Subtenant hereunder (prorated in the event of any sub-sublease) after deduction of the costs and expenses permitted to be deducted under Section 10.03 of the Original Lease (“Bonus Subrent”), such Bonus Subrent shall be split between Sublandlord and Subtenant 50/50, to be paid and distributed to Sublandlord within five (5) days of actual receipt by Subtenant. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord may condition its consent to any request for consent to any Transfer upon Subtenant paying (i) all reasonable attorney’s fees charged by Master Landlord in connection with such request and (ii) for all reasonable attorneys’ fees incurred by Sublandlord in connection with such request. To the extent that Section 10.02 gives Master Landlord a recapture right in connection with any request for consent to assignment or subletting, Sublandlord shall have the same right to recapture, even if Master Landlord elects not to exercise its right to recapture.

No Assignment or Subletting Without Consent. Subject to Section 10.01(e(a) of the Original LeaseExcept as provided herein, Subtenant shall not assignTenant may not, sublease, without Landlord’s prior written consent: (1) assign or transfer this Lease or encumber any interest in therein, (2) permit any assignment of this Sublease Lease or allow any third party to use interest therein by operation of law, (3) sublet the Leased Premises or any part thereof, (4) grant any license, concession, or other right of occupancy of any portion of the Subleased Premises Leased Premises; (collectively 5) mortgage, pledge, or individually, a “Transfer”), without otherwise encumber its interest in this Lease; or (6) permit the prior written consent of Sublandlord and Master Landlord, which may be granted or withheld in accordance with Section 10.01 use of the Original LeaseLeased Premises by any parties other than Tenant and its employees. (b) For the purposes of the foregoing prohibition on assignment and subletting without Landlord’s consent, i) the sale, transfer or issuance of a majority of the issued and outstanding capital stock of any corporate tenant however accomplished, whether in a single transaction or a series of unrelated transactions, except with regard to a public offering of stock in Tenant; providedii) the sale transfer or issuance of a majority of the total interest in any partnership tenant, it however accomplished, whether in a single transaction or a series of unrelated transactions; or iii) a take over agreement or similar arrangement under which one or more of the obligations of Tenant under this Lease are assumed by another party, shall be deemed reasonable for Sublandlord to withhold it’s consent if Master Landlord has declined to grant be an assignment of the same. Any Transfer or attempted Transfer without Lease by Tenant. (c) In the event Tenant desires the consent of Sublandlord and Master Landlord (which such consent is required pursuant to this Section 13) shall be a default by Subtenant and, in addition to any other rights and remedies, shall entitle Sublandlord to terminate this Sublease. To the extent that rent paid by such assignee or sub-sublessee of Subtenant is in excess of Rent paid by Subtenant hereunder (prorated in the event of any sub-sublease) after deduction of the costs and expenses permitted to be deducted under Section 10.03 of the Original Lease (“Bonus Subrent”), such Bonus Subrent shall be split between Sublandlord and Subtenant 50/50, to be paid and distributed to Sublandlord within five (5) days of actual receipt by Subtenant. Notwithstanding anything to the contrary contained in this Sublease, Sublandlord may condition its consent to any request for consent to any Transfer upon Subtenant paying (i) all reasonable attorney’s fees charged by Master Landlord in connection with such request and (ii) for all reasonable attorneys’ fees incurred by Sublandlord in connection with such request. To the extent that Section 10.02 gives Master Landlord a recapture right in connection with any request for consent to an assignment or subletting, Sublandlord Tenant shall have submit to Landlord not less than thirty (30) days prior to the same right effective date of the assignment or subletting a written notice of such fact which shall include copies of the final form of the documentation of the assignment or sublease and sufficient information to recapturepermit Landlord to determine the identity, even if Master Landlord elects not character and financial condition of the proposed assignee or subtenant. (d) Notwithstanding any contrary or inconsistent language herein, Tenant may assign or transfer all or any portion of this Lease to exercise its right to recaptureany entity which controls, is controlled by, or under common control with Tenant.

No Assignment or Subletting Without Consent. Subject to Section 10.01(e) of the Original Lease, Subtenant Tenant shall not assign, sublease, transfer or encumber any interest in this Sublease or allow any third party to use any portion of the Subleased Premises (collectively or individually, a “Transfer”)not, without the prior written consent of Sublandlord and Master Landlord, which may consent shall not be granted unreasonably withheld: (a) assign, mortgage, pledge, encumber or withheld otherwise transfer this Lease, the term or estate hereby granted, or any interest hereunder; (b) permit the Premises or any part thereof to be utilized by anyone other than Tenant (whether as concessionaire, franchisee, licensee, permittee or otherwise) except for licensees of Tenant required to be at the Premises to provide services to Tenant in accordance connection with Section 10.01 Tenant’s business on the Premises; or (c) except as hereinafter provided, sublet or offer or advertise for subletting the Premises or any part thereof. Any assignment, mortgage, pledge, encumbrance, transfer or sublease without Landlord’s consent shall be voidable and, at Landlord’s election, shall constitute a default. If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or other transfer in the aggregate during the Term of a controlling percentage of the Original Lease; providedcapital stock of Tenant or the sale of fifty percent (50%) or more of the value of the assets of Tenant, it shall be deemed reasonable a voluntary assignment of this Lease by Tenant. The phrase “controlling percentage” shall mean the ownership of, and the right to vote, stock possessing fifty percent (50%) or more of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for Sublandlord the election of directors. The preceding two sentences shall not apply to withhold it’s consent if Master Landlord has declined to grant corporations, the samestock of which is traded through an exchange or over the counter. Any Transfer If Tenant is a partnership, a withdrawal or attempted Transfer without change, voluntary, involuntary, or by operation of law of any partner or partners owning a total of fifty percent (50%) or more of the consent partnership, or the dissolution of Sublandlord and Master Landlord (which such consent is required pursuant to this Section 13) the partnership, shall be deemed a default voluntary assignment of this Lease by Subtenant andTenant. If Tenant consists of more than one person, in addition to a purported assignment, voluntary, involuntary, or by operation of law, by any other rights and remedies, shall entitle Sublandlord to terminate this Sublease. To the extent that rent paid by such assignee or sub-sublessee of Subtenant is in excess of Rent paid by Subtenant hereunder (prorated in the event of any sub-sublease) after deduction one of the costs and expenses permitted to persons executing this Lease shall be deducted under Section 10.03 deemed a voluntary assignment of this Lease by Tenant. If, without Landlord’s consent, this Lease is assigned, or any part of the Original Premises is sublet or occupied by anyone other than Tenant or this Lease is encumbered (“Bonus Subrent”by operation of law or otherwise), Landlord may collect rent from the assignee, subtenant or occupant, and apply the net amount collected to the rent herein reserved. No such Bonus Subrent collection shall be split between Sublandlord deemed a waiver of the provisions of this Article 10, an acceptance of the assignee, subtenant or occupant as tenant, or a release of Tenant from the performance of Tenant’s covenants hereunder, and Subtenant 50/50, to be paid and distributed to Sublandlord within five (5) days of actual receipt by Subtenant. Notwithstanding anything to the contrary contained in all cases Tenant shall remain fully liable for its obligations under this Sublease, Sublandlord may condition its consent to any request for consent to any Transfer upon Subtenant paying (i) all reasonable attorney’s fees charged by Master Landlord in connection with such request and (ii) for all reasonable attorneys’ fees incurred by Sublandlord in connection with such request. To the extent that Section 10.02 gives Master Landlord a recapture right in connection with any request for consent to assignment or subletting, Sublandlord shall have the same right to recapture, even if Master Landlord elects not to exercise its right to recaptureLease.