Common use of Prohibition Against Subletting and Assignment Clause in Contracts

Prohibition Against Subletting and Assignment. Except as provided in Section 23.3 or Section 23.4 and where required pursuant to Section 23.2, Tenant shall not, without the prior written consent of Landlord (which consent may not be unreasonably withheld, conditioned or delayed except that Landlord may grant or withhold its consent in its sole discretion for a proposed mortgage, pledge, hypothecation or encumbrance), assign, mortgage, pledge, hypothecate, encumber or otherwise transfer (except to an Affiliate of Tenant) this Lease or any interest in this Lease, all or any part of the Leased Property or suffer or permit this Lease or the leasehold estate created hereby or any other rights arising under this Lease to be assigned, transferred, mortgaged, pledged, hypothecated or encumbered, in whole or in part, whether voluntarily, involuntarily or by operation of law. For purposes of this Section 23.1, an assignment of this Lease shall be deemed to include any Change of Control of Tenant, as if such Change of Control were an assignment of this Lease." The first paragraph of Section 23.4 is deleted in its entirety and is replaced with the following:

Prohibition Against Subletting and Assignment. Except as provided in Section 23.3 or Section 23.4 and where required pursuant to Section 23.223.4, Tenant shall not, without the prior written consent of Landlord (which consent may not be unreasonably withheld, conditioned or delayed except that Landlord may grant or withhold its consent in its sole discretion for a proposed mortgage, pledge, hypothecation or encumbranceand absolute discretion), assign, mortgage, pledge, hypothecate, encumber or otherwise transfer (except to an Affiliate of Tenant) this Lease or any interest in this Lease, all or any part of the Leased Property or suffer or permit this Lease or the leasehold estate created hereby or any other rights arising under this Lease to be assigned, transferred, mortgaged, pledged, hypothecated or encumbered, in whole or in part, whether voluntarily, involuntarily or by operation of law. For purposes of this Section 23.1, an assignment of this Lease shall be deemed to include any Change of Control of Tenant, as if such Change of Control were an assignment of this Lease." The first paragraph . Notwithstanding the foregoing, any Change of Section 23.4 is deleted Control of Tenant that occurs in its entirety and is replaced connection with the following:Bankruptcy Proceeding or any plan or reorganization entered into pursuant thereto, shall, for purposes hereof, be deemed to be a Change of Control made with Landlord's consent.