Common use of Transfer of Letter of Credit Clause in Contracts

Transfer of Letter of Credit. Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer all or any portion of its interest in and to the Letter of Credit to any party succeeding to Landlord’s interest in this Lease and/or to Landlord’s Mortgagee, and/or to have the Letter of Credit reissued in the name of Landlord’s Mortgagee. If Landlord transfers its interest in the Building, Landlord shall transfer the Letter of Credit (and any unapplied proceeds thereof then held by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following such transfer, Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefor. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new landlord. In connection with any such transfer of the Letter of Credit by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Tenant shall be responsible for paying the issuer’s transfer and processing fees in connection with any transfer of the Letter of Credit and, if Landlord advances any such fees (without having any obligation to do so), Tenant shall reimburse Landlord for any such transfer or processing fees within ten days after Landlord’s written request therefor.

Transfer of Letter of Credit. Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer all or any portion of its interest in and to the Letter of Credit to any party succeeding to Landlord’s mortgagee or a successor to Xxxxxxxx’s leasehold interest in this Lease and/or to Landlord’s Mortgagee, the Premises and/or to have the Letter of Credit reissued in the name of Landlord’s Mortgageemortgagee. If Landlord transfers its interest in the Building, Landlord shall transfer Building and transfers the Letter of Credit (and or any unapplied proceeds thereof then held by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following transferee (provided such transferee assumes in writing (with a copy to Tenant) all of Landlord’s obligations under this Lease first accruing after the effective date of the transfer), Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefor. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new landlord. In connection with any such transfer of the Letter of Credit by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Tenant shall be responsible for paying the issuer’s transfer and processing fees (collectively, the “Issuer’s Fees”) in connection with any transfer of the Letter of Credit and, if Landlord advances any such fees (without having any obligation to do so), Tenant shall reimburse Landlord for any such transfer or processing fees within ten (10)) days after LandlordXxxxxxxx’s written request therefor. Notwithstanding the foregoing, Xxxxxxxx agrees to be responsible for the Issuer’s Fees, but only, to the extent the same do not exceed an amount equal to one-quarter of one percent of the then applicable Letter of Credit Amount.

Transfer of Letter of Credit. Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer all or any portion of its interest in and to the Letter of Credit to any party succeeding to another party, person or entity, including Landlord’s interest in this Lease and/or to Landlord’s Mortgagee, mortgagee and/or to have the Letter of Credit reissued in the name of Landlord’s Mortgagee. If Landlord transfers its interest in the Building, Landlord shall transfer Building and transfers the Letter of Credit (and or any unapplied proceeds thereof then held by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following such transfer, Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefor. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new landlord. In connection with any such transfer of the Letter of Credit by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. If the issuing bank of the Letter of Credit approved by Landlord is Tenant, Tenant shall be responsible for paying the issuer’s transfer and processing fees in connection with any transfer of the Letter of Credit and, if Landlord advances any such fees (without having any obligation to do so), Tenant shall reimburse Landlord for any such transfer or processing fees within ten 10 days after Landlord’s written request therefor. If Tenant is not the approved issuing bank for the Letter of Credit, Tenant shall be responsible for paying the issuer’s transfer and processing fees in connection with the first transfer of the Letter of Credit only (and landlord shall be liable for such transfer fees in connection with all subsequent transfers) and, if Landlord advances any such fees (without having any obligation to do so), Tenant shall reimburse Landlord for any such transfer or processing fees within 10 days after Landlord’s written request therefor.

Transfer of Letter of Credit. Landlord mayIn the event of an assignment or transfer of Sub-Sublandlord’s interest under this Sub-Sublease, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, Sub-Sublandlord may transfer all or any portion of its interest in and to the Letter of Credit to Sub-Sublandlord’s successor-in-interest. Sub-Sublandlord shall be liable for any party succeeding to Landlord’s interest in this Lease and/or to Landlord’s Mortgagee, and/or to have the Letter of Credit reissued in the name of Landlord’s Mortgagee. If Landlord transfers its interest in the Building, Landlord shall transfer the Letter of Credit (and any unapplied proceeds thereof then held fee imposed by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following such transfer, Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefor. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new landlord. In connection with any such transfer of the Letter of Credit by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Tenant shall be responsible for paying not in excess of 1/4% of the issuer’s transfer and processing fees in connection with any transfer then face value of the Letter of Credit and, if Landlord advances any such fees (without having any obligation to do so), Tenant and Sub-Subtenant shall reimburse Landlord be liable for any such transfer or processing fees fee in excess of such amount and Sub-Subtenant shall execute such documents as may be reasonably necessary to permit Sub-Sublandlord to transfer the Letter of Credit to Sub-Sublandlord’s successor-in-interest and the assumption of Sub-Sublandlord’s obligations under this Sub-Sublease by any such successor-in-interest. If Sub-Subtenant fails to execute any documents reasonably necessary to transfer the Letter of Credit to Sub-Sublandlord’s successor-in-interest within ten (10) business days after LandlordSub-Sublandlord’s written request therefortherefore, Sub-Sublandlord may draw upon the Letter of Credit and transfer the cash proceeds thereof to Sub-Sublandloard’s successor-in-interest. Sub-Subtenant agrees that Sub-Sublandlord shall be released from liability for the return of the Letter of Credit or the cash proceeds thereof or any accounting of such proceeds upon a transfer to Sub-Sublandlord’s successor-in-interest in accordance with the foregoing procedure.

Transfer of Letter of Credit. Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer all or any portion of its interest in and to the Letter one or both Letters of Credit to any party succeeding to another party, person or entity, including Landlord’s mortgagee, to which Landlord assigns its interest in this Lease and/or to Landlord’s Mortgagee, and/or to have the Letter such Letter(s) of Credit reissued in the name of Landlord’s Mortgageetransferee. Landlord’s transfer of less than all of its interest in the Letters of Credit shall not increase Tenant’s obligations with respect to the Primary Letter of Credit Amount and the Additional Security Letter of Credit Amount (e.g., Tenant would not have to deliver a new Additional Security Letter of Credit to a new landlord in the amount of $******* if Landlord retained an interest in a portion of the Additional Security Letter of Credit). If Landlord transfers its interest in the Building, Landlord shall transfer the Letter Building and transfers one or both Letters of Credit (and or any unapplied proceeds thereof then held by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following such transfer, Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefortherefor (but only to the extent of such transfer). The provisions hereof shall apply to every transfer or assignment of all or any part of the either Letter of Credit to a new landlord. In connection with any such transfer of the Letter Letter(s) of Credit by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the issuer of the Letter such Letter(s) of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Tenant shall be responsible for paying the issuer’s transfer and processing fees in connection with any transfer of the Letter Letter(s) of Credit and, if Landlord advances any such fees (without having any obligation to do so), Tenant shall reimburse Landlord for any such transfer or processing fees within ten days after Landlord’s written request therefor.

Transfer of Letter of Credit. Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer all or any portion of its interest in and to the Letter of Credit to any party succeeding to another party, person or entity, including Landlord’s interest in this Lease and/or to Landlord’s Mortgagee, mortgagee and/or to have the Letter of Credit reissued in the name of Landlord’s Mortgageemortgagee. If Landlord transfers its interest in the Building, Landlord shall transfer Building and transfers the Letter of Credit (and or any unapplied proceeds thereof then held by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following such transfer, Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefortherefore, provided that, any successor pursuant to a voluntary, third party transfer (but not as part of an involuntary transfer resulting from a foreclosure or deed in lieu thereof) shall have assumed Landlord’s obligations under the Lease, as amended hereby, either by contractual obligation, assumption agreement or operation of law. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new landlord. In connection with any such transfer of the Letter of Credit by Landlord, Tenant shall, at Tenant’s sole cost and expense, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Tenant shall be responsible for paying the issuer’s transfer and processing fees in connection with any transfer of the Letter of Credit and, if Landlord advances any such fees (without having any obligation to do so), Tenant shall reimburse Landlord for any such transfer or processing fees within ten 10 days after Landlord’s written request therefor.

Transfer of Letter of Credit. Landlord may, at any time and without notice to Tenant and without first obtaining Tenant’s consent thereto, transfer all or any portion of its interest in and to the Letter of Credit to any party succeeding to Landlord’s interest in this Lease and/or to Landlord’s Mortgageea Permitted Landlord Successor (as defined below), and/or to have provided that the beneficiary under the Letter of Credit reissued in the name of Landlord’s Mortgagee. If Landlord transfers its interest in the Building, Landlord shall transfer the Letter of Credit (and any unapplied proceeds thereof then held by Landlord, including any amounts then held by Landlord in the LC Proceeds Account) in whole or in part to the transferee. Following pay for all costs associated with such transfer, Landlord shall, without any further agreement between the parties hereto, thereupon be released by Tenant from all liability therefor. The provisions hereof shall apply to every transfer or assignment of all or any part of the Letter of Credit to a new landlordPermitted Landlord Successor. In connection with any such transfer of the Letter of Credit by Landlord, Tenant shall, at Tenant’s the sole cost and expenseexpense of the Letter of Credit beneficiary for the costs incurred by Tenant as a result of such transfer, execute and submit to the issuer of the Letter of Credit such applications, documents and instruments as may be necessary to effectuate such transfer. Landlord and Tenant shall be responsible for paying the issuer’s share equally any transfer and processing fees imposed by the issuer in connection with the first two (2) transfers of the Letter of Credit. After the first two (2) transfers, Landlord shall pay all transfer and processing fees imposed by the issuer in connection with any transfer of transfer. Landlord shall have the right to assign the Letter of Credit andonly to (1) a corporation, if partnership, limited liability company or other entity who acquires control of Landlord, or who otherwise becomes the transferee of Landlord’s entire interest in the Premises and the Lease, and who assumes in writing the obligations, liabilities and covenants of Landlord advances arising under this Lease following such assignment or transfer, or (2) any other successor of Landlord by operation of law, including, without limitation, any liquidator, rehabilitator, receiver or conservator (each, a “Permitted Landlord Successor”). If the Letter of Credit is assigned by Landlord to a Permitted Landlord Successor, Tenant agrees to cause an Issuing Bank to reissue or modify the Letter of Credit to provide such fees successor with the rights of the beneficiary thereof within fifteen (without having any obligation 15) business days following Tenant’s receipt of a written request from Landlord requesting a replacement or modified Letter of Credit, along with a copy of the assignment agreement pursuant to do sowhich Landlord’s Permitted Successor assumes the Landlord’s position and obligations under this Lease. “Control,” as used in this Paragraph (e), Tenant shall reimburse Landlord for any such transfer mean the possession, directly or processing fees within ten days after Landlord’s written request thereforindirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by ownership of voting securities, contract or otherwise.