Common use of Release of Tenant Clause in Contracts

Release of Tenant. (a) Subject to compliance with the provisions of clause 4(20)(c) then upon and with effect from completion of a lawful assignment of the whole of the Demised Premises by the person at that time being the Tenant ("the Assignor") to another ("the Assignee") where either the Assignor is a Qualifying Person or the Assignee is a Qualifying Person the Assignor shall cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained in this Lease and any surety of the Assignor shall cease to have any liability for any future breach 44 or non observance or non performance of the covenants on the part of the Tenant contained in this Lease pursuant to any convenants given in any guarantee or agreement between such surety and the Landlord PROVIDED ALWAYS (i) that the Assignor and any surety of the Assignor shall nevertheless remain liable in respect of any subsisting breach of the said covenants occurring prior to the date of the lawful assignment; and (ii) that the Assignor and any surety of the Assignor shall enter into a Deed of Guarantee whereby the Assignor and any surety of the Assignor covenants with the Landlord as surety (in the form reasonably acceptable to it) incorporating a standard of obligations similar to those set out in Third Schedule hereto but adapted to suit the circumstances in which the guarantee is given for the period during which the Assignee remains liable as tenant under the terms of this Lease. (b) If the Assignor and any surety of the Assignor are not released from their respective liabilities by the operation of this clause 6(11) because neither the Assignor or the Assignee is a Qualifying Person then the Assignor and any surety of the Assignor shall in any event cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained in this Lease with effect from the date of the first lawful assignment thereafter by a person at that time being the Tenant to another where either of those persons is a Qualifying Person. (a) Whenever the Demised Premises are vested in more than one person for the Term every covenant on the part of the Tenant herein contained shall be deemed to be made jointly and severally by those persons (b) Words importing the masculine gender shall include the feminine gender and words in the singular shall include the plural (c) The clause headings hereto shall not affect in any way the construction of this lease

Release of Tenant. (a) Subject In the event that Landlord has consented to compliance an assignment of all of the Properties, or all or substantially all of one or more of the Buildings on the Properties, and the proposed assignee's creditworthiness is superior to Tenant, as determined by Landlord in its reasonable judgment, and in the judgment of the Landlord reasonably appropriate to the obligations being assumed (the parties acknowledge that Tenant as of the date hereof is a start up company and the credit decisions of Landlord with respect to Tenant by Landlord are based on factors extrinsic to those involved in a lease assignment) then, upon the effectiveness of such assignment or sublease, Tenant shall be released of its obligations under this Amended Lease with respect to the portion of the Property or Building(s) being assigned (including any obligation to pay Base Rent or additional rent allocable to the assigned portion of the Property or Building(s)). The parties hereby agree to amend this Amended Lease, to be effective as of the effective date of such assignment, to exclude the Property or Building(s) being assigned from the provisions of clause 4(20)(c) then upon this Amended Lease and with effect from completion of a lawful assignment to adjust the Base Rent due for each of the whole Properties, if any, that remains the subject of the Demised Premises by the person at that time being the Tenant ("the Assignor") this Amended Lease following such assignment to another ("the Assignee") where either the Assignor is a Qualifying Person or the Assignee is a Qualifying Person the Assignor reflect its then current fair market rental value. Such fair market rental value shall cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained be determined in this Lease and any surety of the Assignor shall cease to have any liability for any future breach 44 or non observance or non performance of the covenants on the part of the Tenant contained in this Lease pursuant to any convenants given in any guarantee or agreement between such surety and the Landlord PROVIDED ALWAYS (i) that the Assignor and any surety of the Assignor shall nevertheless remain liable in respect of any subsisting breach of the said covenants occurring prior to the date of the lawful assignment; and (ii) that the Assignor and any surety of the Assignor shall enter into a Deed of Guarantee whereby the Assignor and any surety of the Assignor covenants accordance with the Landlord as surety (valuation procedures set forth in the form reasonably acceptable to it) incorporating a standard of obligations similar to those set out in Third Schedule hereto but adapted to suit the circumstances in which the guarantee is given for the period during which the Assignee remains liable as tenant under the terms of this LeaseSection 2.3 above. (b) If the Assignor and any surety of the Assignor are not released from their respective liabilities by the operation of this clause 6(11) because neither the Assignor or the Assignee is a Qualifying Person then the Assignor and any surety of the Assignor shall in any event cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained Except as otherwise provided in this Lease with effect from Section 14.2(a), no other assignment or subletting shall release Tenant of Tenant's obligation or alter the date primary liability of the first lawful assignment thereafter by a person at that time being the Tenant to another where either pay the rent or to perform all other obligations to be performed by Tenant hereunder. The acceptance of those persons is a Qualifying Person. (a) Whenever the Demised Premises are vested in more than one rent by Landlord from any other person for the Term every covenant on the part of the Tenant herein contained shall not be deemed to be made jointly and severally a waiver by those persons (b) Words importing the masculine gender shall include the feminine gender and words in the singular shall include the plural (c) The clause headings hereto Landlord of any provision hereof. Consent to one assignment or subletting shall not affect in be deemed consent to any way the construction subsequent assignment or subletting. Landlord may consent to subsequent assignments or subletting of this leaseAmended Lease or amendments or modifications to this Amended Lease with assignees of Tenant, without notifying Tenant or the successor of Tenant, and without obtaining its or their consent thereto so long as Tenant is released from its obligations under this Amended Lease with respect to the assigned or subleased portion of the Property. All other consents to the subsequent assignments or subletting of, or amendments or modifications to, this Amended Lease with assignees of Tenant by Landlord shall require Tenant's prior written consent, which consent shall not be unreasonably withheld.

Release of Tenant. Whether or not Landlord consents, no Transfer shall release or alter any of the assignor's or Tenant's Liabilities hereunder, including, without limitation, the joint and several obligations of the assignor and Tenant to pay rent and perform all of Tenant's other obligations under this Lease, except that, provided that there is then no default by Tenant under this Lease, but notwithstanding any other provisions of this Lease to the contrary, Tenant or the applicable assignor will be released (a "Released Assignor") from further obligations under this Lease as of the date that the following conditions are satisfied: (a) Subject to compliance with the provisions of clause 4(20)(c) then upon and with effect from completion of There is a lawful valid assignment of the whole of the Demised Premises this Lease by the person at that time being the Tenant ("the Assignor") to another ("the Assignee") where either the Assignor is a Qualifying Person or the Assignee is a Qualifying Person the Assignor shall cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained assignor in this Lease and any surety of the Assignor shall cease to have any liability for any future breach 44 or non observance or non performance of the covenants on the part of the Tenant contained in this Lease pursuant to any convenants given in any guarantee or agreement between such surety and the Landlord PROVIDED ALWAYS (i) that the Assignor and any surety of the Assignor shall nevertheless remain liable in respect of any subsisting breach of the said covenants occurring prior to the date of the lawful assignment; and (ii) that the Assignor and any surety of the Assignor shall enter into a Deed of Guarantee whereby the Assignor and any surety of the Assignor covenants accordance with the Landlord as surety (in the form reasonably acceptable to it) incorporating a standard of obligations similar to those set out in Third Schedule hereto but adapted to suit the circumstances in which the guarantee is given for the period during which the Assignee remains liable as tenant under the terms of this LeaseArticle to an assignee (including a Permitted Assignee) who has a net worth and financial capability at least equal to those possessed by Tenant as of the Commencement Date. (b) If the Assignor The assignee (including a Permitted Assignee) unconditionally assumes in writing for Landlord's benefit this Lease and any surety all of the Assignor are not released from their respective liabilities by assignor's and Tenant's Liabilities arising after the operation of this clause 6(11) because neither the Assignor or the Assignee is a Qualifying Person then the Assignor and any surety of the Assignor shall in any event cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained in this Lease with effect from the effective date of the first lawful assignment thereafter such assignment. The acceptance of rent by Landlord from any person other than Tenant shall not act as a person at that time being the Tenant waiver by Landlord of any of its rights or remedies under this Article, and consent to another where either of those persons is a Qualifying Person. (a) Whenever the Demised Premises are vested in more than one person for the Term every covenant on the part of the Tenant herein contained shall Transfer will not be deemed to be made jointly consent to any subsequent Transfer. If Tenant or any transferee defaults under this Lease, Landlord may proceed directly against the transferee and/or against Tenant and/or against the transferor (providing the same has not been released hereunder) without proceeding or exhausting its remedies against the other. Except to the extent expressly permitted otherwise hereunder, Tenant and severally a transferor will not be relieved of any Liabilities under this Lease if and to the extent that Landlord grants or consents to any waivers under this Lease to or for the benefit of any transferee (but if, prior to a breach by those persons Tenant or any transferee, Landlord waives in writing the performance by the transferee of any obligation that Tenant otherwise would be required to perform under this Lease, that waiver also shall apply with respect to Tenant, or such transferor, as applicable). Landlord's waivers with respect to a transferee will not affect the rights (bif any) Words importing of Tenant or the masculine gender shall include transferor (as applicable) against the feminine gender transferee for any breach of this Lease or any assignment, sublease or other agreement (as applicable) by the transferee; provided, however, all of such rights against the transferee will be subject and words subordinate to Landlord's rights under this Lease against the transferee in the singular shall include the plural (c) The clause headings hereto shall not affect in any way the construction event of a default under this leaseLease.

Release of Tenant. (a) Subject to compliance with the provisions of clause 4(20)(c) then upon and with effect from completion of a lawful assignment Landlord hereby acknowledges that as of the whole date hereof, all of Tenant’s obligations under the Lease other than the payment of the Pass-Through Payments have been fully satisfied and Landlord hereby fully releases, acquits and forever discharges Tenant, Tenant’s successors-in-interest, and Tenant’s and its successors’ respective officers, officials, members, managers, agents and employees from any and all claims, demands and/or obligations accruing under the Lease from and after the Early Termination Date; provided, however, that Tenant shall remain liable for (i) the payment of the Pass-Through Payments, (ii) Tenant’s obligations under Section 4 hereof, (iii) Tenant’s obligations under the Lease with respect to any claims by third parties other than Landlord Parties accruing prior to the Early Termination Date, and (iv) any liens that are placed on the Building pursuant to Applicable Law by other than Landlord Parties as a result of work or services performed by or on behalf of Tenant prior to the Early Termination Date. Landlord hereby represents and warrants to Tenant that, as of the date of Landlord’s execution of this Fourth Amendment, Landlord has no knowledge of any claim, any potential claim or any facts giving rise to a claim with respect in any manner to the Lease or Tenant’s use or occupancy of the Demised Premises by the person at that time being the Tenant ("the Assignor") to another ("the Assignee") where either the Assignor is a Qualifying Person or the Assignee is a Qualifying Person the Assignor shall cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained in this Lease and any surety of the Assignor shall cease to have any liability for any future breach 44 or non observance or non performance of the covenants on the part of the Tenant contained in this Lease pursuant to any convenants given in any guarantee or agreement between such surety and the Landlord PROVIDED ALWAYS (i) that the Assignor and any surety of the Assignor shall nevertheless remain liable in respect of any subsisting breach of the said covenants occurring prior to the date of the lawful assignment; and (ii) that the Assignor and any surety of the Assignor shall enter into a Deed of Guarantee whereby the Assignor and any surety of the Assignor covenants with the Landlord as surety (in the form reasonably acceptable to it) incorporating a standard of obligations similar to those set out in Third Schedule hereto but adapted to suit the circumstances in which the guarantee is given for the period during which the Assignee remains liable as tenant under the terms of this LeasePremises. (b) If the Assignor and any surety of the Assignor are not released from their respective liabilities by the operation of this clause 6(11) because neither the Assignor or the Assignee is a Qualifying Person then the Assignor and any surety of the Assignor shall in any event cease to have any liability for any future breach or non observance or non performance of the covenants on the part of the Tenant contained in this Lease with effect from the date of the first lawful assignment thereafter by a person at that time being the Tenant to another where either of those persons is a Qualifying Person. (a) Whenever the Demised Premises are vested in more than one person for the Term every covenant on the part of the Tenant herein contained shall be deemed to be made jointly and severally by those persons (b) Words importing the masculine gender shall include the feminine gender and words in the singular shall include the plural (c) The clause headings hereto shall not affect in any way the construction of this lease