Common use of Prohibition on Assignment and Subletting Clause in Contracts

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the LeaseLease other than Permitted Liens; [iii] except as otherwise permitted by §§14.4 and 18.3, an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a material change of ownership of Tenant other than changes resulting from the trading of Tenant’s stock on a national stock exchange as permitted under §14.5. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease the Interim Agreements required to comply with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or licensure requirements until such time as the license within to operate the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to is issued in Tenant’s inpatients and employees includingname, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminatesas applicable.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on shall not have the personal services and business expertise of Tenant. Tenant may not right to assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal transfer or transfer any interest in encumber this Lease, or in the Leased Property, in whole or in partany interest therein, without the prior written consent of Landlord. Any attempted assignment, which Landlord may withhold subletting, transfer or encumbrance by Tenant in its sole violation of the terms and absolute discretioncovenants of this paragraph shall be void. The following transactions will be deemed If Tenant requests Landlord's consent to an assignment of this Lease or subletting of all or a part of the Premises, it shall submit to Landlord, in writing, the name of the proposed assignee or subtenant, the commencement date of such assignment or subletting, the nature and character of the business of the proposed assignee or subtenant and the proposed rates, terms and other pertinent conditions of such assignment or subletting. Upon receipt of a request for consent to an assignment or subletting, and unless such request pertains to an assignment or sublease requiring governed by Paragraph 168 below, Landlord shall have the option (to be exercised within thirty (30) days from the submission of Tenant's written request) to (i) cancel this Lease (or the applicable portion thereof as to a partial subletting) as of the commencement date stated in the above-mentioned notice of subletting or assignment, unless Tenant withdraws the proposal to sublet or assign within ten (10) days after Landlord’s prior written consent: [i] an 's notice of cancellation is given, (ii) permit such assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgagesubletting, or encumbrance upon Tenant’s interest in (iii) reasonably withhold its consent to such assignment or subletting. If Landlord elects to cancel this Lease and Tenant does not withdraw the Lease; [iii] an arrangement proposal to sublet or assign, then the term of this Lease (including, but not limited to, management agreements, concessions, licensesas to the applicable portion of the Premises), and easements) which allows the use or tenancy and occupancy of all or part the applicable portion of the Leased Property Premises by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignmentTenant hereunder, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Leaseshall cease, but rather Tenantterminate, any guarantorexpire, and Tenant’s come to an end as if the cancellation date was the original termination date of this Lease with respect to the applicable portion of the Premises. In the event Landlord consents to a proposed assignment or subletting and the rent due and payable by any such assignee or sublessee will be jointly and severally liable for under any such payment and performance. An assignment, right of first refusal permitted assignment or sublease without (or a combination of the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal rent payable under such assignment or sublease will not waive plus any bonus or any other consideration therefor or any payment, incident thereto) exceeds the requirement Base Monthly Rent payable under Paragraph 3 of its consent to any subsequent this Lease for the applicable space, net of Tenant's actual reasonable costs incurred in connection with such assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.subletting (E.

Prohibition on Assignment and Subletting. Tenant acknowledges that --------------------------------------------- Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [i] ) an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; [iii] except as otherwise permitted by 14.4 and 17.3, an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a material change of ownership of Tenant other than changes resulting from the trading of Ten ant's stock on a national stock exchange or from a change in the ownership interest held by Dxxxxx X. Xxxx or his Affiliates in Tenant. Landlord’s 's consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, Tenant and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretionconsent shall not be unreasonably withheld. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates18.2.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Except as set forth herein, Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] except as otherwise permitted by §§14.4 and 17.3, an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a material change of ownership of Tenant other than changes resulting from the trading of Tenant’s stock on a national stock exchange or from a change in the ownership interest held by Xxxxxx X. Xxxx or his Affiliates in Tenant. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, Tenant and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding anything in this Lease to the foregoingcontrary, Tenant may enter into a Sublease with each Subtenant for each Facility provided Landlord acknowledges that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within AL Investors Grand Terrace LLC ("AL Investors") is currently the Facility or on licensed operator of the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.3360\019:05/27/04 --LEASE 7 TBARKE\COLUMBIA PACIFIC XXX\XXXXX XXXXXXX

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased PropertyPremises, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in not unreasonably withhold, condition or delay. Notwithstanding the foregoing, Tenant may without Landlord's consent assign this Lease or sublet the Premises or any portion thereof to a Successor (as such term is defined below), to a wholly-owned, direct or indirect, subsidiary of Tenant ("Subsidiary"), or ARC provided that such Successor or Subsidiary fully assumes the obligations of Tenant and ARC is not released from its sole and absolute discretionguaranty of this Lease. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; and [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy or operation of all or part of the Leased Property Premises by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s 's consent to any assignment, right of first refusal assignment or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal assignment or sublease without the prior written consent of Landlord will be void at the Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal assignment or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant or the current owners of the Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [(i] ) an assignment by operation of law; [(ii] ) an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; [(iii] ) an arrangement (including, including but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [(iv] ) a change of ownership of Tenant. Landlord’s 's consent to any assignment, right of first refusal assignment or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal assignment or sublease without the prior written consent of Landlord will be void at the Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal assignment or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Except as provided in § 18.1.1, Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s 's consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An Except as provided in §18.1.1, an assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and § 18.2. 18.1.1 Notwithstanding § 18.1 or other terms of this Lease or the Lease Documents to the contrary, [i] Tenant may grant [a] sublease a sublease, concession, or license within portion of the Facility not exceeding 5% of the square footage of any building for resident services such as a beauty salon; and [ii] Landlord shall not unreasonably withhold, condition or on the Leased Property, without Landlord’s consent, delay its consent to any entity providing services within the Facility an assignment or on the Leased Property sublease to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; an Affiliate provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if assignee or sublessee assumes Tenant's obligations under this Lease and when the requirements of this Article are satisfied. Any subleases entered into pursuant to clause [i] above may not extend beyond the Term of this Lease terminateswithout the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased PropertyPremises, in whole or in part, without the prior written consent of Landlord, which Landlord may not unreasonably withhold, condition or delay. Tenant acknowledges that, without limiting the foregoing, Landlord may withhold in its sole and absolute discretionconsent to any such assignment, sublease, mortgage, hypothecation, pledge or transfer if the experience, reputation or creditworthiness of the proposed assignee, sublessee, mortgagee or transferee is not reasonably satisfactory to Landlord. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; and [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy or operation of all or part of the Leased Property Premises by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s 's consent to any assignment, right of first refusal assignment or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, Tenant and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal assignment or sublease without the prior written consent of Landlord will be void at the Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal assignment or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [i] an assignment by operation of lawlaw (other than as a result of mergers, consolidation or other structured changes in Tenant that will not cause Tenant to be in violation of §15.7); [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; and [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of TenantTenant or any other permitted manager. Landlord’s 's consent to any assignment, right of first refusal assignment or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal assignment or sublease without the prior written consent of Landlord will be void at Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal assignment or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding Subject to the foregoingforegoing and §18.2, Tenant may enter into Landlord shall consent to a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the sublease of any Facility or on a management agreement, provided the Leased Property, without Landlord’s consent, to any entity providing services within sublessee or manager is an Affiliate and the Facility execution of the sublease or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each management agreement shall be does not result in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminateslapse in licensure.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on shall not have the personal services and business expertise of Tenant. Tenant may not right to assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal transfer or transfer any interest in encumber this Lease, or in the Leased Property, in whole or in partany interest therein, without the prior written consent of Landlord. Any attempted assignment, which Landlord may withhold subletting, transfer or encumbrance by Tenant in its sole violation of the terms and absolute discretioncovenants of this paragraph shall be void. The following transactions will be deemed If Tenant requests Landlord's consent to an assignment of this Lease or subletting of all or a part of the Premises, it shall submit to Landlord, in writing, the name of the proposed assignee or subtenant, the commencement date of such assignment or subletting, the nature and character of the business of the proposed assignee or subtenant and the proposed rates, terms and other pertinent conditions of such assignment or subletting. Upon receipt of a request for consent to an assignment or subletting, and unless such request pertains to an assignment or sublease requiring governed by Paragraph 17B below, Landlord shall have the option (to be exercised within thirty (30) days from the submission of Tenant's written request) to (i) cancel this Lease (or the applicable portion thereof as to a partial subletting) as of the commencement date stated in the above-mentioned notice of subletting or assignment, unless Tenant withdraws the proposal to sublet or assign within ten (10) days after Landlord’s prior written consent: [i] an 's notice of cancellation is given, (ii) permit such assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgagesubletting, or encumbrance upon Tenant’s interest in (iii) reasonably withhold its consent to such assignment or subletting. If Landlord elects to cancel this Lease and Tenant does not withdraw the Lease; [iii] an arrangement proposal to sublet or assign, then the term of this Lease (including, but not limited to, management agreements, concessions, licensesas to the applicable portion of the Premises), and easements) which allows the use or tenancy and occupancy of all or part the applicable portion of the Leased Property Premises by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignmentTenant hereunder, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Leaseshall cease, but rather Tenantterminate, any guarantorexpire, and Tenant’s come to an end as if the cancellation date was the original termination date of this Lease with respect to the applicable portion of the Premises. In the event Landlord consents to a proposed assignment or subletting and the rent due and payable by any such assignee or sublessee will be jointly and severally liable for under any such payment and performance. An assignment, right of first refusal permitted assignment or sublease without (or a combination of the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal rent payable under such assignment or sublease will not waive plus any bonus or any other consideration therefor or any payment, incident thereto) exceeds the requirement Base Monthly Rent payable under Paragraph 3 of its consent to any subsequent this Lease for the applicable space, net of Tenant's actual reasonable costs incurred in connection with such assignment or sublease. Notwithstanding the foregoingsubletting (E.G., attorneys' fees, marketing costs (but not Tenant's internal costs)) and net of any finish out allowance granted by Tenant may enter into a Sublease in connection with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, any assignment or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be sublease not in writing, a fully executed copy shall be provided to Landlord within 10 Business Days excess of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.market

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] except as otherwise permitted by §§14.4 and 18.3, an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a material change of ownership of Tenant other than changes resulting from the trading of Tenant’s stock on a national stock exchange. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or enter into any interim sublease and management agreement required to comply with licensure requirements until such time as the license within to operate the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to is issued in Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminatesname.

Prohibition on Assignment and Subletting. (a) Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may shall not assignvoluntarily, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s otherwise, assign, transfer, sublease or encumber this Lease or any interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use herein or occupancy part with possession of all or any part of the Leased Property by anyone Premises (any and all of which shall hereinafter be referred to as “Transfer”). Any Transfer and resulting subletting or assignment shall not relieve Tenant of its primary obligations hereunder, including the obligation for payment of all rents due hereunder. Any Transfer shall constitute a default hereunder and shall be void and shall confer no rights upon any third party, notwithstanding Landlord’s acceptance of rent payments from any purported transferee. (b) In the event of any Transfer of this Lease or any portion thereof, Landlord shall have the following remedies, in addition to any other than remedies hereunder or at law or equity: (I) to give Tenant written notice of Landlord’s intention to terminate this Lease on the date such notice is given or on any later date specified therein, whereupon, on the date specified in such notice, Tenant’s right to possession of the Premises shall cease and this Lease shall thereupon be terminated, except as to any uncompleted obligations of Tenant; (2) to re-enter and [iv] a change take possession of ownership the Premises or the part thereof subject to such Transfer, and to enforce all rights of Tenant. Landlord’s consent , and receive and collect all rents and other payments due to any assignmentTenant, right in accordance with such sublet or assignment of first refusal or sublease will not release Tenant (the Premises, or any guarantor) from its payment and performance obligations under this Leasepart thereof, but rather Tenant, any guarantoras if Landlord was the subiessor or assignor, and Tenant’s assignee to do whatever Tenant is permitted to do pursuant to the terms of such sublease or sublessee will be jointly assignment; or, (3) Landlord, at its option and severally liable for such payment and performance. An assignmentfrom time to time, right of first refusal may collect the rent from the subtenant or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of executionassignee, and each agreement shall expressly provide that such agreement terminates if and when apply the Lease terminatesnet amount collected to the rent herein reserved without any obligation to pay over to or credit Tenant for any amounts so collected by Landlord.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates18.2.

Prohibition on Assignment and Subletting. Tenant acknowledges that Landlord has entered into this Lease in reliance on shall not have the personal services and business expertise of Tenant. Tenant may not right to assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal transfer or transfer any interest in encumber this Lease, or in the Leased Property, in whole or in partany interest therein, without the prior written consent of Landlord. Any attempted assignment, which Landlord may withhold subletting, transfer or encumbrance by Tenant in its sole violation of the terms and absolute discretioncovenants of this paragraph shall be void. The following transactions will be deemed If Tenant requests Landlord's consent to an assignment of this Lease or subletting of all or a part of the Premises, it shall submit to Landlord, in writing, the name of the proposed assignee or subtenant, the commencement date of such assignment or subletting, the nature and character of the business of the proposed assignee or subtenant and the proposed rates, terms and other pertinent conditions of such assignment or subletting. Upon receipt of a request for consent to an assignment or subletting, and unless such request pertains to an assignment or sublease requiring governed by Paragraph 17B below, Landlord shall have the option (to be exercised within thirty (30) days from the submission of Tenant's written request) to (i) cancel this Lease (or the applicable portion thereof as to a partial subletting) as of the commencement date stated in the above-mentioned notice of subletting or assignment, unless Tenant withdraws the proposal to sublet or assign within ten (10) days after Landlord’s prior written consent: [i] 's notice of cancellation is given, (ii) permit such assignment or subletting, or (iii) reasonably withhold its consent to such assignment or subletting. If Landlord elects to cancel this Lease and Tenant does not withdraw the proposal to sublet or assign, then the term of this Lease (as to the applicable portion of the Premises), and the tenancy and occupancy of the applicable portion of the Premises by Tenant hereunder, shall cease, terminate, expire, and come to an end as if the cancellation date was the original termination date of this Lease with respect to the applicable portion of the Premises. In the event Landlord consents to a proposed assignment or subletting and the rent due and payable by operation any such assignee or sublessee under any such permitted assignment or sublease (or a combination of law; [ii] an imposition the rent payable under such assignment or sublease plus any bonus or any other consideration therefor or any payment, incident thereto) exceeds the Base Monthly Rent payable under Paragraph 3 of this Lease for the applicable space, net of Tenant's actual reasonable costs incurred in connection with such assignment or subletting (E.G., attorneys' fees, marketing costs (but not Tenant's internal costs)) and net of any finish out allowance granted by Tenant in connection with any assignment or sublease not in excess of market (E.G., Tenant may not recover any finish out allowance in excess of that which would granted to a similarly situated tenant for similar space in similar properties in the Dallas/Fort Worth area), Tenant shall pay to Landlord all such excess rent and other excess consideration within ten (10) days following receipt thereof by Tenant, whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, subletting pertains to an assignment or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminatessubletting permitted under Paragraph 17B below.

Prohibition on Assignment and Subletting. Tenant acknowledges ---------------------------------------- that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may not assign, sublet, mortgage, hypothecate, pledge, grant a right of first refusal or transfer any interest in this Lease, or in the Leased Property, in whole or in part, without the prior written consent of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s 's prior written consent: [i] an assignment by operation of law; [ii] an imposition (whether or not consensual) of a lien, mortgage, or encumbrance upon Tenant’s 's interest in the Lease; [iii] an arrangement (including, including but not limited to, management agreements, concessions, licenses, and easements) which allows the use or occupancy of all or part of the Leased Property by anyone other than Tenant; and [iv] a change of ownership of Tenant. Landlord’s 's consent to any assignment, right of first refusal assignment or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under this Lease, but rather Tenant, any guarantor, and Tenant’s 's assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal assignment or sublease without the prior written consent of Landlord will be void at the Landlord’s 's option. Landlord’s 's consent to one assignment, right of first refusal assignment or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.

Prohibition on Assignment and Subletting. Except as hereinafter provided in this [ILLEGIBLE] Tenant acknowledges that Landlord has entered into this Lease in reliance on the personal services and business expertise of Tenant. Tenant may shall not assign, subletsublease, mortgage, hypothecate, pledge, grant a right of first refusal transfer or transfer encumber this Lease or any interest therein. Any attempted assignment, sublease, transfer or encumbrance by Tenant in violation of the terms and covenants of this paragraph shall be void. Tenant shall at all times continue to be fully liable for all of its obligations under the terms of this Lease, or in the Leased Property, in whole or in part, without the prior written consent regardless of Landlord, which Landlord may withhold in its sole and absolute discretion. The following transactions will be deemed an assignment or sublease requiring Landlord’s prior written consent: [i] an subletting under the terms of this paragraph 5 or otherwise permitted by Landlord in writing, and any such assignment by operation or subletting shall be subject to all of law; [ii] an imposition (whether or not consensual) of a lienthe covenants, mortgage, or encumbrance upon Tenant’s interest in the Lease; [iii] an arrangement (including, but not limited to, management agreements, concessionsterms, licensesprovisions and conditions of this Lease. Provided Tenant is not in default of any covenant, agreement, term, provision or condition contained in this Lease and easements) which allows the use Tenant's proposed assignment or occupancy subletting will not result in a default of any covenant, agreement, term, provision or condition of this Lease, Tenant may assign this Lease or sublease all or part of the Leased Property Premises to a "Related Entity" (herein defined), and (ii) subject to strict compliance with the following additional conditions and requirements, Tenant may sublease all or any part of the Premises to another entity: (A) The subtenant shall be compatible with other tenants of the Building; (B) The subtenant's use of its portion of the Premises shall not conflict with any exclusive rights previously granted by anyone Landlord; (C) No subtenant shall have any right to EXERCISE ANY RENEWAL OR EXPANSION option or ANY RIGHT of first refusal; (D) If Tenant sublets more than 50% of the Premises, the Option to Extend Term and the Option to Expand Premises shall terminate automatically and be of no further force and effect. (E) Landlord shall have the right to terminate this Lease in regard to any portion of the Premises which Tenant proposes to sublease to someone other than Tenant; a Related Entity, it being understood and [iv] agreed that Tenant shall give Landlord written notice of each proposed sublease, which notice shall identify the proposed subtenant and shall set forth the terms of the sublease. With respect to a change proposed sublease to an individual or entity other than a Related Entity, Landlord shall have fifteen (15) days after its actual receipt of ownership such written notice from Tenant in which to notify Tenant in writing of TenantLandlord's election to terminate this Lease in regard to the proposed subleased premises. Landlord’s consent to any assignment, right of first refusal or sublease will not release Tenant (or any guarantor) from its payment and performance obligations under As used in this Lease, but rather a Related Entity is a corporation which owns fifty-one percent (51%) or more of Tenant, any guarantor, and a corporation which is fifty-one percent (51%) or more owned by the owner of Tenant’s assignee or sublessee will be jointly and severally liable for such payment and performance. An assignment, right of first refusal or sublease without the prior written consent of Landlord will be void at Landlord’s option. Landlord’s consent to one assignment, right of first refusal or sublease will not waive the requirement of its consent to any subsequent assignment or sublease. Notwithstanding the foregoing, Tenant may enter into a Sublease with each Subtenant for each Facility provided that each Sublease complies with §18.2 and Tenant may grant a sublease, concession, or license within the Facility a corporation which is fifty-one percent (51%) or on the Leased Property, without Landlord’s consent, to any entity providing services within the Facility or on the Leased Property to more owned by Tenant’s inpatients and employees including, without limitation, pharmacy, radiology, cafeteria and gift shop services; provided each agreement shall be in writing, a fully executed copy shall be provided to Landlord within 10 Business Days of execution, and each agreement shall expressly provide that such agreement terminates if and when the Lease terminates.