Common use of Subleases, Assignments and Transfers Clause in Contracts

Subleases, Assignments and Transfers. Lessee shall not, at any time during the Lease Term, enter into (i) any sublease, license, concession, easement, or permit agreement with respect to the Premises or (ii) sublease, assign or transfer this Lease to any third party or parties, which has the effect of granting exclusive possession to the Premises and assigning the rent and other obligations set forth in this Lease to any third party or parties (collectively "Transfer"), without first procuring the prior written consent of Lessor’s City Manager (except as otherwise permitted under this Article X). The provisions of this Article constitute the sole means by which Lessee may request Lessor’s consent to a Transfer. The consent of Lessor shall not be unreasonably withheld or delayed. In recognition of the fact that this Lease was awarded to Lessee following a competitive procurement relying on Lessee’s unique attributes, any Transfer of this Lease to any third party or parties (except as otherwise permitted under this Article X) shall require the prior written approval of the City Manager, which may grant, deny, refuse or consent to such Transfer based on reasonable commercial factors including the credit worthiness, solvency, reputation, ability and experience of such proposed transferee. If approved, any such transferee shall be required to sign a written agreement assuming all terms and conditions of the Lease, without exception in a form satisfactory to the Lessor. Any such attempted Transfer of the Lease, without the Lessor’s prior written consent, shall be void and of no force or effect and shall not confer any interest or estate in the purported Transfer and will additionally be a default by Lessee of this Lease. It is agreed that all terms and conditions of this Lease shall extend to and be binding on all transferees, assignees or Sub-lessees as may be approved by Lessor and shall be for a period of time equal to or less than the Lease Term. Lessor reserves the right to directly terminate the rights and interests of any transferee or Sub-lessee under any Transfer for any cause for which Lessee’s Leasehold Interest may be terminated. Lessee shall reimburse to Lessor, as Additional Rent, all costs and expenses, including third party attorneys’ fees, which Lessor reasonably incurs by reason of or in connection with a Transfer, and all negotiations and actions with respect thereto, such Additional Rent to be due and payable within thirty (30) days of receipt of a statement of such costs and expenses from Lessor.

Subleases, Assignments and Transfers. (a) Lessee shall not, at any time during the Lease Termterm of this Lease, enter into (i) any sublease, license, concession, easement, concession or permit agreement with respect to the Premises or (ii) subleaseany portion thereof, nor assign or transfer this Lease to any third party or partiesparties other than Lessee, which has the effect of granting exclusive possession its authorized agents, employees, invitees and visitors to occupy or use the Premises and assigning the rent and other obligations set forth in this Lease to or any third party or parties (collectively "Transfer")portion thereof, without first procuring the prior written consent of Lessor’s City Manager (except as otherwise permitted under this Article X). The provisions of this Article constitute the sole means by which Lessee may request Lessor’s consent to a Transfer. The consent of Lessor shall not be unreasonably withheld or delayed. In recognition of the fact that this Lease was awarded to Lessee following a competitive procurement relying on Lessee’s unique attributes, any Transfer of this Lease to any third party or parties (except as otherwise permitted under this Article X) shall require the prior written approval of the Lessor‟s City Manager, which may grant, deny, refuse or consent to such Transfer based on reasonable commercial factors including the credit worthiness, solvency, reputation, ability and experience of such proposed transferee. If approved, any such transferee shall be required to sign a written agreement assuming all terms and conditions of the Lease, without exception in a form satisfactory to the Lessor. Any such attempted Transfer subleases of the Premises or assignment of the Lease, without the Lessor’s Lessor‟s prior written consent, shall be void and of no force or effect and shall not confer any interest or estate in the purported Transfer Sub-lessee, assignee, or transferee and will additionally be shall constitute a default by Lessee of under this Lease and the Lessor, at its election, may terminate this Lease. The provisions of Subsection 10.1(b) constitute the sole means by which Lessee may request Lessor‟s consent to a sublease. The consent of Lessor shall not be unreasonably withheld or delayed. It is agreed that all terms and conditions of this Lease shall extend to and be binding on all transferees, assignees or Sub-lessees as may be approved by Lessor and shall be for a period of time equal to or less than the Lease Term. Lessee shall be liable for acts and omissions by any Sub-lessee affecting this Lease. Lessor reserves the right to directly terminate the rights and interests of any transferee or Sub-Sub- lessee under any Transfer sub-lease for any cause for which Lessee’s Lessee‟s Leasehold Interest may be terminated. Lessee shall reimburse to Lessor, as Additional Rent, all costs and expenses, including third party attorneys’ ' fees, which Lessor reasonably incurs by reason of or in connection with a Transfersub-lease, and all negotiations and actions with respect thereto, such Additional Rent to be due and payable within thirty (30) days of receipt of a statement of such costs and expenses from Lessor. (b) Procedure for Sub-lease, Assignment or Transfer. Should Lessee desire to enter into a sub-lease, assignment or transfer the Lease, Lessee shall, in each instance, give written notice of its intention to do so to Lessor‟s City Manager at least thirty (30) days prior to the effective date of any such proposed sub-lease, assignment or transfer, specifying in such notice the nature of such proposed sub-lease, assignment or transfer and the proposed date thereof and specifically identifying the proposed Sub-lessee, assignee or transferee. Such notice shall be accompanied by a copy of the proposed sub-lease, assignment, transfer, license, concession or permit agreement and any other documents or financial information Lessor may reasonably require in order to make a determination as to the suitabilit y of the Sub-lessee, assignee or transferee. If requested by Lessor, Lessee shall provide to Lessor copies of all sub-leases, assignments, transfer documents and amendments thereto. Lessor shall, within twenty (20) days after its receipt of such notice of a proposed sub-lease from Lessee, by mailing written notice to Lessee of its intent to do so, either (i) withhold consent to the sub-lease, or (ii) consent to such sub-lease upon the terms and subject to the conditions provided for in this Article. Lessee acknowledges and agrees that the imposition of the conditions described in this Article X as a condition of Lessor‟s consent is reasonable.

Subleases, Assignments and Transfers. Lessee shall not, at any time during the Lease Term, enter into (i) any sublease, license, concession, easement, or permit agreement with respect to the entire Premises or (ii) sublease, assign or transfer this Lease to any third party or parties, which has the effect of granting exclusive possession to the entire Premises and assigning the rent and other obligations set forth in this Lease to any third party or parties (collectively "“Transfer"”), without first procuring the prior written consent of Lessor’s City Manager (except as otherwise permitted under this Article X). The provisions of this Article constitute the sole means by which Lessee may request Lessor’s consent to a Transfer. The consent of Lessor shall not be unreasonably withheld or delayed. In recognition of the fact that this Lease was awarded to Lessee following a competitive procurement relying on Lessee’s unique attributes, any Transfer of this Lease to any third party or parties (except as otherwise permitted under this Article X) shall require the prior written approval of the City Manager, which may grant, deny, refuse or consent to such Transfer based on reasonable commercial factors including the credit worthiness, solvency, good reputation, ability and experience of such proposed transfereetransferee in owning commercial properties provided such assignee engages an Acceptable Operator. If approved, any such transferee shall be required to sign a written agreement assuming all terms and conditions of the Lease, without exception in a form satisfactory to the Lessor. Any such attempted Transfer of the Lease, without the Lessor’s prior written consent, shall be void and of no force or effect and shall not confer any interest or estate in the purported Transfer and will additionally be a default by Lessee of this Lease. It is agreed that all terms and conditions of this Lease shall extend to and be binding on all transferees, assignees or Sub-lessees as may be approved by Lessor and shall be for a period of time equal to or less than the Lease Term. Lessor reserves the right to directly terminate the rights and interests of any transferee or Sub-lessee under any Transfer for any cause for which Lessee’s Leasehold Interest may be terminated. Lessee shall reimburse to Lessor, as Additional Rent, all costs and expenses, including third party attorneys’ fees, expenses which Lessor reasonably incurs by reason of or in connection with a Transfer, and all negotiations and actions with respect thereto, such Additional Rent to be due and payable within thirty (30) days of receipt of a statement of such costs and expenses from Lessor.