Common use of Tenant’s Transfer Clause in Contracts

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s written consent, which consent shall not be unreasonably withheld. Any assignment, encumbrance or sublease without the Landlord’s written consent shall be void able and at Landlord’s election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, of any partner/or partners owing 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided Tenant and the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee or assignee. (e) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment and Assumption of Lease Agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved.

Tenant’s Transfer. (a) Tenant shall may not transfer any of its rights under this Lease, voluntarily assign or encumber its interest in this Lease or in the Premisesinvoluntarily, whether by merger, consolidation, dissolution, operation of law, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premisesmanner, without first obtaining Landlord’s written consent, which consent shall not be unreasonably withheldwithheld or delayed. Any assignment, encumbrance or sublease without Without limiting the Landlord’s written consent shall be void able and at Landlord’s election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver generality of the provisions foregoing, Tenant may not sublease, assign, mortgage, encumber, permit the transfer of this Section. (b) If Tenant is a partnership, a withdrawal ownership or change, voluntary, involuntary, or by operation of law, of any partner/or partners owing 50% or more control of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of business entity comprising Tenant, or permit any portion of the Premises to be occupied by third parties provided, however, Tenant may pledge its assets to obtain financing, without the consent of Landlord, and Landlord agrees to subordinate any priority with respect to those assets on the written request of the provider of such financing. Notwithstanding the foregoing, Tenant may assign this Lease or sublet the Premises to an affiliate of Tenant on notice to Landlord but without Landlord’s consent so long as a substantial purpose of such transfer is not to avoid the restrictions on transfers otherwise provided in this Lease. An affiliate of Tenant shall mean an entity that owns Tenant or is owned by or is under common control with Tenant or into or with which Tenant may be merged or consolidated, provided that (a) the merger is not part of a sale or transfer of a controlling percentage Tenant’s business or assets to an entity that was not an affiliate of Tenant before the transfer, and (b) the resulting entity shall own all or substantially all of the capital stock assets of Tenant. Consent by Landlord to a transfer shall not relieve Tenant from the obligation to obtain Landlord’s consent to any further transfer. Tenant shall remain fully liable for all obligations under this Lease following any such transfer. The joint and several liability of Tenant and any successor in interest of Tenant (by assignment or otherwise) under this Lease shall not in any way be affected by any agreement that modifies any of the rights or obligations of the parties under this Lease or any waiver of, or failure to enforce, any obligation under this Lease. If Landlord consents to any transfer, Tenant shall pay to Landlord, on demand, an administrative fee of $1,000 which will be used to reimburse Landlord for all of Landlord’s reasonable attorneys’ fees and costs associated with Landlord’s consent. Any transfer by Tenant in violation of this article shall, at Landlord’s option, be void. In the sale of 51% of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) event Landlord may consent consents to the sublease of all or any part of the Premises provided Tenant and the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent)Premises, and Landlord shall be entitled to receive the total 50% of the amount of any increased RentRent provided for in said sublease, including sales tax, paid by a sub lessee sublessee or assignee. (e) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment and Assumption of Lease Agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved.

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premisesnot, or sublease all or any part of the Premiseswhether voluntarily, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s written consent, which consent shall not be unreasonably withheld. Any assignment, encumbrance or sublease without the Landlord’s written consent shall be void able and at Landlord’s election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntaryinvoluntarily, or by operation of law, or otherwise: (a) assign or otherwise transfer this Lease or the term and estate hereby granted, or offer to advertise to do so; or (b) mortgage, encumber, or otherwise hypothecate this Lease or the Premises or any part thereof in any manner whatsoever, without in each instance obtaining the prior written consent of any partner/or partners owing 50% or more Landlord. (b) The provisions of Section 13.1(a) shall apply to a transfer of a majority of the partnershipstock of Tenant as if such transfer were an assignment of this Lease; but said provisions shall not apply to transactions with a corporation into or with which Tenant is merged or consolidated or to which substantially all of Tenant's assets are transferred, or to any corporation which controls or which is controlled by Tenant, or is under common control of Tenant, provided in any of such events: (a) the dissolution successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the greater of (i) the partnershipnet worth of Tenant immediately prior to such merger, consolidation or transfer or (ii) the net worth of Tenant herein named on the date of this Lease; and (b) proof satisfactory to Landlord of such net worth shall be deemed a voluntary assignmenthave been delivered to Landlord at least ten (10) days prior to the effective date of such transaction. (c) If Tenant is a corporationFurther, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided the Tenant and the sub lessee enter enters into a sublease incorporating containing the same terms and conditions as contained herein (exclusive of rent), ) and the Landlord shall be entitled to receive the total amount one-half (1/2) of any increased Rent, including sales tax, Rent paid by a sub lessee or assigneesublessee. (ed) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment assignment and Assumption assumption of Lease Agreementlease. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. (fe) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord Landlord, whether before or after the occurrence of an event of default, may, in addition to to, and not in diminution of, of or substitution for, any other rights and remedies under this Lease, Lease or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved.

Tenant’s Transfer. (a) A. Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent shall not be unreasonably withheldwithheld or delayed provided that the following conditions have been or are being satisfied: (i) the proposed assignee or sublessee is an entity which is of equal or greater credit worthiness and financial reputation as Tenant on the date of this Lease; Tenant shall provide to Landlord all documentation necessary or requested by Landlord to evidence the credit worthiness and financial reputation of such proposed assignee. Failure to provide any such information to Landlord, or Landlord's reasonable determination that such information does not demonstrate a credit worthiness or financial reputation of such assignee equal to that of the Tenant on the date of this Lease, shall be deemed reasonable justifications for Landlord to withhold its consent to such assignment or to conditions its consent to require that Tenant remain liable for the performance of all of Tenant's obligations under this Lease. Tenant may assign its interest in this Lease or in the Premises, or sublease all or any part of the Premises, to an affiliate or subsidiary or patent of Tenant without first obtaining Landlord's written consent, provided that such affiliate or subsidiary of Tenant is at least 51% controlled by Tenant, or such parent company owns at 51% of the issued and outstanding shares of Tenant, and Tenant remains liable for the performance of all of Tenant's obligations under this Lease. Any assignment, encumbrance or sublease without the Landlord’s 's prior written consent shall be void able and voidable and, at Landlord’s 's election, shall constitute a default hereunderhereunder unless expressly permitted herein. No consent to any assignment, encumbrance, encumbrance or sublease shall constitute a further waiver of the provisions of this Sectionprovision. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, of any partner/or partners owing 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment.B. [Deliberately Omitted] (c) C. If Tenant is a corporation, any dissolution, mergermerger or consolidation, consolidation or other reorganization of Tenant, or the sale of or the transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s 's capital stock issued, outstanding, and outstanding an entitled to vote for the election of directors, directors shall be deemed a voluntary assignment. (d) Landlord may consent assignment subject to the sublease requirements of all Paragraph 1.A. above. Notwithstanding the foregoing a merger, consolidation or any part other reorganization of Tenant shall not be considered a voluntary assignment requiring Landlord's consent under this Lease provided that the Premises provided surviving corporate entity (i) is of an equal or greater credit worthiness and financial reputation as Tenant and on the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee or assignee. (e) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment and Assumption of Lease Agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering date of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved.; an

Tenant’s Transfer. (a) 12.1.1 Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent shall not may be unreasonably withheldwithheld by Landlord in Landlord's reasonable discretion utilizing Landlord's leasing criteria in effect at that time. Any assignment, encumbrance or sublease without the Landlord’s 's prior written consent shall be void able and voidable and, at Landlord’s 's election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further future waiver of the provisions of this Sectionsubparagraph. (b) 12.1.2 If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, law of any partner/or partners owing owning 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment, subject to the requirements of Section above. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided Tenant and the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee or assignee. (e) 12.1.3 Any assignment agreed consented to by Landlord shall be evidenced by a validly executed Assignment assignment and Assumption assumption of Lease Agreement. Any attempted transferlease agreement, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section upon such terms and provisions as shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle approved by Landlord to the remedies provided for defaultin its sole discretion. (f) 12.1.4 If, without such the prior written consentconsent of Landlord, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect and retain Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserveddue from Tenant to Landlord under this Lease. 12.1.5 If Tenant requests Landlord's consent to a sublease as defined in paragraph 12.1.1, then Landlord shall have the option (to be exercised within ten (10) business days after Landlord's receipt of Tenant's submission of written request for Landlord's consent and all information reasonably requested by Landlord regarding the proposed subtenant in connection therewith), exercisable by Landlord in its sole and absolute discretion, to cancel this Lease as to the portion of the premises to be demised under the proposed sublease as of the commencement date of the proposed sublease, in which event this Lease, and the tenancy and occupancy of Tenant thereunder, as to that portion of the premises to be demised under the proposed sublease, shall terminate as if such termination date was the original Expiration Date of this Lease. If Landlord should fail to notify Tenant in writing of such election within such ten (10) business day period, Landlord shall be deemed to have waived such termination right. With any termination of this Lease (in whole or in part) pursuant to the provisions of this paragraph, Tenant shall deliver up possession of the subject portion of the Premises in accordance with the applicable provisions of this Lease and shall remove Tenant's property therein in accordance with the applicable provision of this Lease.

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent shall not may be unreasonably withheldwithheld in Landlord's reasonable discretion utilizing Landlord's leasing criteria in effect at that time. Any assignment, encumbrance or sublease without the Landlord’s 's prior written consent shall be void able and voidable and, at Landlord’s 's election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further future waiver of the provisions of this Sectionsubparagraph. Notwithstanding the foregoing, Tenant shall have the right to sublet to (a) an affiliated entity, (b) a professional corporation or (c) one or more physician sublessees who will utilize the premises at certain designated times to perform imaging procedures on their patients (any such sublessees in clauses (b) or (c) being referred to herein as "Permitted Sublessees"), without requiring Landlord's consent thereto. In any of these events, Tenant shall remain fully liable for all obligations under this lease. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, law of any partner/or partners owing owning 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment, subject to the requirements of Paragraph 12.1 (a) above. (c) If Tenant is a corporation, any dissolution, merger (other than a reincorporation merger) or consolidation, consolidation or other reorganization of Tenant, or the sale of or the transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s 's capital stock issued, outstanding, and entitled to vote for the election of directorsdirectors in both of such instances, relating solely to a sale of Tenant's business to a third party (as opposed to any equity or debt financing transactions) shall be deemed a voluntary assignment, subject to the requirements of Paragraph 12.1 (a) above. (d) In the event Landlord may consent consents to the sublease of all or any part of the Premises provided Tenant and Premises, such sublease shall be subject to the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and this Lease. Landlord shall be entitled to receive and Tenant hereby agrees to pay to Landlord the total amount of any increased RentRent provided for in said assignment or sublease, including sales tax, paid by a sub lessee sublessee or assignee. (e) Any assignment agreed consented to by Landlord shall be evidenced by a validly executed Assignment assignment and Assumption assumption of Lease Agreement. Any attempted transferlease agreement, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section upon such terms and provisions as shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle approved by Landlord to the remedies provided for defaultin its sole discretion. (f) If, without such the prior written consentconsent of Landlord, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect and retain Rent directly from the transferee, assignee, subtenant or occupant (other than any Permitted Sublessee) and apply the net amount collected to the Rent herein reserveddue from Tenant to Landlord under this Lease. (g) If Tenant requests Landlord's consent to a sublease, then Landlord shall have the option (to be exercised within ten (10) business days after Landlord's receipt of Tenant's submission of written request for Landlord's consent and all information reasonably requested by Landlord regarding the proposed subtenant in connection therewith), exercisable by Landlord in its sole and absolute discretion, to cancel this Lease as to the portion of the premises to be demised under the proposed sublease as of the commencement date of the proposed sublease, in which event this Lease, and the tenancy and occupancy of Tenant thereunder, as to that portion of the premises to be demised under the proposed sublease, shall terminate as if such termination date was the original Expiration Date of this Lease. If Landlord should fail to notify Tenant in writing of such election within such ten (10) business day period, Landlord shall be deemed to have waived such termination right. With any termination of this Lease (in whole or in part) pursuant to the provisions of this paragraph, Tenant shall deliver up possession of the subject portion of the Premises in accordance with the applicable provisions of this Lease and shall remove Tenant's property therein in accordance with the applicable provision of this Lease.

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s 's authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent shall not be unreasonably withheld. Any assignment, encumbrance or sublease without the Landlord’s 's written consent shall be void able and voidable and, at Landlord’s 's election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, of any partner/or partners owing 50% SO% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s 's capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided Tenant and the sub lessee sublessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee sublessee or assignee. (e) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment assignment and Assumption assumption of Lease Agreementlease agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights lights upon any third person. Such attempt shall constitute a material breach of default by Tenant under this Lease and entitle Landlord to the remedies provided for default. (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody any person or entity other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved.

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s Xxxxxx's authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent shall not be unreasonably withheld. Any assignment, encumbrance or sublease without the Landlord’s 's written consent shall be void able and voidable and, at Landlord’s Xxxxxxxx's election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, of any partner/or partners owing owning 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s 's capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided Tenant and the sub lessee sublessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee sublessee or assignee. (e) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment and Assumption of Lease Agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved. (g) Any transfer to an affiliate of Tenant or in connection with a merger or consolidation by Tenant’s business shall not require Landlord’s consent and shall not result in any payment to Landlord.

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent shall not may be unreasonably withheldwithheld at Landlord's sole discretion. Any assignment, encumbrance or sublease without the Landlord’s 's prior written consent shall be void able and voidable and, at Landlord’s 's election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Sectionprovision. Notwithstanding the foregoing, Tenant may assign this Lease or sublet all or a portion of the Premises to an affiliate, subsidiary or related entity of Tenant without Landlord's prior written consent, provided Landlord has reasonable approval rights as to any change in the use of the Premises. An affiliate, subsidiary or related entity of Tenant shall be defined as one that is 51% owned or controlled by Tenant. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, law of any partner/or partners owing owning 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment, subject to the requirements of Paragraph 12.1 (a) above. (c) If Tenant is a corporation, Tenant shall provide written notice to Landlord of any dissolution, mergermerger or consolidation, consolidation or other reorganization of Tenant, or the sale of or the transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s 's capital stock issued, outstanding, and entitled to vote for the election of directors. Notwithstanding written notice to Landlord, any such transaction contemplated in this subparagraph (c) shall not be deemed a voluntary assignmentsubject to Landlord's consent. (d) In the event Landlord may consent consents to the sublease of all or any part of the Premises provided Tenant Premises, such sublease shall be subordinate to and subject to the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and this Lease. Landlord shall be entitled to receive the total amount of any increased RentRent provided for in said assignment or sublease, including sales tax, paid by a sub lessee sublessee or assignee. (e) Any assignment agreed consented to by Landlord shall be evidenced by a validly executed Assignment assignment and Assumption assumption of Lease Agreement. Any attempted transferlease agreement, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section upon such terms and provisions as shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle approved by Landlord to the remedies provided for defaultin its sole discretion. (f) If, without such prior written consentconsent of Landlord, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect and retain Rent directly from front the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserveddue from Tenant to Landlord under this Lease.

Tenant’s Transfer. (a) 12.1.1 Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s 's written consent, which consent may be withheld by Landlord in Landlord's reasonable discretion utilizing Landlord's leasing criteria in effect at that times. Landlord's consent to a request by Tenant to sublease, assign or encumber its interest under this Lease shall not be unreasonably withheldwithheld or delayed. Any assignment, encumbrance or sublease without the Landlord’s 's prior written consent shall be void able and voidable and, at Landlord’s 's election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further future waiver of the provisions of this Sectionsubparagraph. (b) 12.1.2 If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, law of any partner/or partners owing owning 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment, subject to the requirements of Section above. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided Tenant and the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee or assignee. (e) 12.1.3 Any assignment agreed consented to by Landlord shall be evidenced by a validly executed Assignment assignment and Assumption assumption of Lease Agreement. Any attempted transferlease agreement, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section upon such terms and provisions as shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle approved by Landlord to the remedies provided for defaultin its reasonable discretion. (f) 12.1.4 If, without such the prior written consentconsent of Landlord, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect and retain Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserveddue from Tenant to Landlord under this Lease. 12.1.5 If Tenant requests Landlord's consent to a sublease as defined in paragraph 12.1.1, then Landlord shall have the option (to be exercised within ten (10) business days after Landlord's receipt of Tenant's submission of written request for Landlord's consent and all information reasonably requested by Landlord regarding the proposed subtenant in connection therewith), exercisable by Landlord in its sole and absolute discretion, to cancel this Lease as to the portion of the premises to be demised under the proposed sublease as of the commencement date of the proposed sublease, in which event this Lease, and the tenancy and occupancy of Tenant thereunder, as to that portion of the premises to be demised under the proposed sublease, shall terminate as if such termination date was the original Expiration Date of this Lease. If Landlord should fail to notify Tenant in writing of such election within such ten (10) business day period, Landlord shall be deemed to have waived such termination right. With any termination of this Lease (in whole or in part) pursuant to the provisions of this paragraph, Tenant shall deliver up possession of the subject portion of the Premises in accordance with the applicable provisions of this Lease and shall remove Tenant's property therein in accordance with the applicable provision of this Lease.

Tenant’s Transfer. (a) Tenant shall may not transfer any of its rights under this Lease, voluntarily assign or encumber its interest in this Lease or in the Premisesinvoluntarily, or sublease all or any part of the Premiseswhether by merger, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premisesconsolidation, without first obtaining Landlord’s written consentdissolution, which consent shall not be unreasonably withheld. Any assignment, encumbrance or sublease without the Landlord’s written consent shall be void able and at Landlord’s election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, of or any partner/or partners owing 50% or more other manner, without Landlord’s consent, which shall not unreasonably be withheld. Without limiting the generality of the partnershipforegoing, Tenant may not sublease, assign, mortgage, encumber, permit the transfer of ownership or the dissolution control of the partnership, shall be deemed a voluntary assignment. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of business entity comprising Tenant, or permit any portion of the Premises to be occupied by third parties. Notwithstanding the foregoing, Tenant may assign this Lease or sublet the Premises to an affiliate of Tenant on notice to Landlord but without Landlord’s consent so long as a substantial purpose of such transfer is not to avoid the restrictions on transfers otherwise provided in this Lease. An affiliate of Tenant shall mean an entity that owns Tenant or is owned by or is under common control with Tenant or into or with which Tenant may be merged or consolidated, provided that (a) the merger is not part of a sale or transfer of a controlling percentage Tenant’s business or assets to an entity that was not an affiliate of Tenant before the transfer, and (b) the resulting entity shall own all or substantially all of the capital stock assets of Tenant. Consent by Landlord to a transfer shall not relieve Tenant from the obligation to obtain Landlord’s consent to any further transfer. Tenant and Guarantor shall remain fully liable for all obligations under this Lease following any such transfer. The joint and several liability of Tenant, Guarantor, and any successor in interest of Tenant (by assignment or the sale of 51% otherwise) under this Lease shall not in any way be affected by any agreement that modifies any of the total combined voting power rights or obligations of the parties under this Lease or any waiver of, or failure to enforce, any obligation under this Lease. If Landlord consents to any transfer, Tenant shall pay to Landlord, on demand, an administrative fee of $1,000 and will reimburse Landlord for all classes of TenantLandlord’s capital stock issuedreasonable attorneys’ fees and costs associated with Landlord’s consent. Any transfer by Tenant in violation of this article shall, outstandingat Landlord’s option, and entitled to vote for be void. In the election of directors, shall be deemed a voluntary assignment. (d) event Landlord may consent consents to the sublease of all or any part of the Premises provided Tenant and the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent)Premises, and Landlord shall be entitled to receive the total amount of any increased RentRent provided for in said sublease, including sales tax, paid by a sub lessee sublessee or assignee. (e) Any assignment agreed to . Furthermore, Tenant understands that based upon the proposed use of the Premises by the sub-tenant or assignee, Landlord shall be evidenced by a validly executed Assignment and Assumption of Lease Agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or may withhold its consent if the Premises, use is not allowable by local zoning ordinance or any part thereof, are sublet or occupied by anybody other than otherwise conflicts with the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord mayprofessional environment Landlord, in addition its sole and absolute discretion, seeks to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reservedmaintain.

Tenant’s Transfer. (a) Tenant shall not voluntarily assign or encumber its interest in this Lease or in the Premises, or sublease all or any part of the Premises, or allow any other person or entity (except Tenant’s authorized representatives) to occupy or use all or any part of the Premises, without first obtaining Landlord’s written consent, which consent shall not be unreasonably withheld. Any assignment, encumbrance or sublease without the Landlord’s written consent shall be void able and at Landlord’s election, shall constitute a default hereunder. No consent to any assignment, encumbrance, or sublease shall constitute a further waiver of the provisions of this Section. (b) If Tenant is a partnership, a withdrawal or change, voluntary, involuntary, or by operation of law, of any partner/or partners owing 50% or more of the partnership, or the dissolution of the partnership, shall be deemed a voluntary assignment. (c) If Tenant is a corporation, any dissolution, merger, consolidation or other reorganization of Tenant, or the sale or transfer of a controlling percentage of the capital stock of Tenant, or the sale of 51% of the total combined voting power of all classes of Tenant’s capital stock issued, outstanding, and entitled to vote for the election of directors, shall be deemed a voluntary assignment. (d) Landlord may consent to the sublease of all or any part of the Premises provided Tenant and the sub lessee enter into a sublease incorporating the same terms and conditions as contained herein (exclusive of rent), and Landlord shall be entitled to receive the total amount of any increased Rent, including sales tax, paid by a sub lessee or assignee. (e) Any assignment agreed to by Landlord shall be evidenced by a validly executed Assignment and Assumption of Lease Agreement. Any attempted transfer, assignment, subletting, mortgaging or encumbering of this Lease in violation of this Section shall be void and confer no rights upon any third person. Such attempt shall constitute a material breach of this Lease and entitle Landlord to the remedies provided for default. . (f) If, without such prior written consent, this Lease is transferred or assigned by Tenant, or if the Premises, or any part thereof, are sublet or occupied by anybody other than the Tenant, whether as a result of any act or omission by Tenant, or by operation of law or otherwise, Landlord may, in addition to and not in diminution of, or substitution for, any other rights and remedies under this Lease, or pursuant to law to which Landlord may be entitled as a result thereof, collect Rent directly from the transferee, assignee, subtenant or occupant and apply the net amount collected to the Rent herein reserved.