Common use of Transfer Provisions Generally Clause in Contracts

Transfer Provisions Generally. 31.2.1. Landlord shall not be liable in damages to Tenant or to any proposed subtenant, assignee or other transferee (any of the preceding, a “Proposed Transferee”) if such consent is adjudicated to have been unreasonably withheld, and, in such event, Xxxxxx's sole remedy shall be to have the proposed Transfer declared as valid as if Xxxxxxxx's consent had been given, although Tenant shall be entitled to reasonable attorney's fees if Tenant is the prevailing party in such litigation. At least 30 days prior to entering into any proposed Transfer, Tenant shall submit to Landlord the non-refundable sum of $2,000 (as payment toward Landlord's and Landlord's attorneys' cost of reviewing, consenting to, rejecting and/or consummating any proposed Transfer), and a written notice (“Tenant's Notice”) which includes (i) a draft copy of the proposed instrument of transfer (i.e., the sublease or assignment instrument) relating to the proposed Transfer, along with all related agreements, documents, instruments, exhibits, and escrow instructions, (ii) the name and address of the Proposed Transferee, (iii) an abstract of the terms and conditions of the proposed Transfer, including without limitation the economics of such Proposed Transfer and the commencement or effective date of the proposed Transfer, which shall be at least 30 days after Tenant's Notice is given, and (iv) the nature, character, and current banking, financial, and other credit information and references with respect to the Proposed Transferee and the business of the Proposed Transferee (including without limitation tax returns for the three most‑recent years, a business plan with cash‑flow projections and financial projections with assumptions and competitive market analysis), in reasonably sufficient detail to enable Landlord to determine the Proposed Transferee's financial responsibility.

Appears in 1 contract

Samples: Office Lease Agreement (IDEAYA Biosciences, Inc.)

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Transfer Provisions Generally. 31.2.1. Landlord shall not be liable in damages to Tenant or to any proposed subtenant, assignee or other transferee (any of the preceding, preceding a “Proposed Transferee”) if such consent is adjudicated to have been unreasonably withheld, and, in such event, Xxxxxx's Tenant’s sole remedy shall be to have the proposed Transfer declared as valid as if Xxxxxxxx's Landlord’s consent had been given, although Tenant shall be entitled to reasonable attorney's ’s fees if Tenant is the prevailing party in such litigation. At least 30 days prior to entering into any proposed Transfer, Tenant shall submit to Landlord the non-refundable sum of $2,000 1,000.00 (as payment toward Landlord's ’s and Landlord's ’s attorneys' cost of reviewing, consenting to, rejecting and/or consummating any proposed Transfer), and a written notice (“Tenant's ’s Notice”) which includes (i) a draft fully executed copy of the proposed instrument of transfer (i.e., the sublease or assignment instrumentassignment) relating to the proposed Transfer, along with all related agreements, documents, instruments, exhibits, and escrow instructions, (ii) the name and address of the Proposed Transferee, (iii) an abstract of the terms and conditions of the proposed Transfer, including without limitation the economics of such Proposed Transfer and the commencement or effective date of the proposed Transfer, which shall be at least 30 days after Tenant's ’s Notice is given, and (iv) the nature, character, and current banking, financial, and other credit information and references with respect to the Proposed Transferee and the business of the Proposed Transferee (including without limitation tax returns for the three most‑recent most-recent years, a business plan with cash‑flow cash-flow projections and financial projections with assumptions and competitive market analysis), in reasonably sufficient detail to enable Landlord to determine the Proposed Transferee's ’s financial responsibility.

Appears in 1 contract

Samples: Office Lease Agreement (Somaxon Pharmaceuticals, Inc.)

Transfer Provisions Generally. 31.2.1. Landlord shall not be liable in damages to Tenant or to any proposed subtenant, assignee or other transferee (any of the preceding, preceding a “Proposed Transferee”) if such consent is adjudicated to have been unreasonably withheld, and, in such event, XxxxxxTenant's sole remedy shall be to have the proposed Transfer declared as valid as if XxxxxxxxLandlord's consent had been given, although Tenant shall be entitled to reasonable attorney's fees if Tenant is the prevailing party in such litigation. At least 30 days prior to entering into any proposed Transfer, Tenant shall submit to Landlord the non-refundable sum of $2,000 1,000.00 (as payment toward Landlord's and Landlord's attorneys' cost of reviewing, consenting to, rejecting and/or consummating any proposed Transfer), and a written notice (“Tenant's Notice”) which includes (i) a draft fully executed copy of the proposed instrument of transfer (i.e., the sublease or assignment instrumentassignment) relating to the proposed Transfer, along with all related agreements, documents, instruments, exhibits, and escrow instructions, (ii) the name and address of the Proposed Transferee, (iii) an abstract of the terms and conditions of the proposed Transfer, including without limitation the economics of such Proposed Transfer and the commencement or effective date of the proposed Transfer, which shall be at least 30 days after Tenant's Notice is given, and (iv) the nature, character, and current banking, financial, and other credit information and references with respect to the Proposed Transferee and the business of the Proposed Transferee (including without limitation tax returns for the three most‑recent years, a business plan with cash‑flow projections and financial projections with assumptions and competitive market analysis), in reasonably sufficient detail to enable Landlord to determine the Proposed Transferee's financial responsibility.

Appears in 1 contract

Samples: Office Lease Agreement (Evoke Pharma Inc)

Transfer Provisions Generally. 31.2.1. Landlord shall not be liable in damages to Tenant or to any proposed subtenant, assignee or other transferee (any of the preceding, preceding a “Proposed Transferee”) if such consent is adjudicated to have been unreasonably withheld, and, in such event, XxxxxxTenant's sole remedy shall be to have the proposed Transfer declared as valid as if XxxxxxxxLandlord's consent had been given, although Tenant shall be entitled to reasonable attorney's fees if Tenant is the prevailing party in such litigation. At least 30 days prior to entering into any proposed Transfer, Tenant shall submit to Landlord the non-refundable sum of $2,000 500.00 (as payment toward Landlord's and Landlord's attorneys' cost of reviewing, consenting to, rejecting and/or consummating any proposed Transfer), and a written notice (“Tenant's Notice”) which includes (i) a draft fully executed copy of the proposed instrument of transfer (i.e., the sublease or assignment instrumentassignment) relating to the proposed Transfer, along with all related agreements, documents, instruments, exhibits, and escrow instructions, (ii) the name and address of the Proposed Transferee, (iii) an abstract of the terms and conditions of the proposed Transfer, including without limitation the economics of such Proposed Transfer and the commencement or effective date of the proposed Transfer, which shall be at least 30 days after Tenant's Notice is given, and (iv) the nature, character, and current banking, financial, and other credit information and references with respect to the Proposed Transferee and the business of the Proposed Transferee (including without limitation tax returns for the three most‑recent most-recent years, a business plan with cash‑flow cash-flow projections and financial projections with assumptions and competitive market analysis), in reasonably sufficient detail to enable Landlord to determine the Proposed Transferee's financial responsibility.

Appears in 1 contract

Samples: Office Lease Agreement (Adamis Pharmaceuticals Corp)

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Transfer Provisions Generally. 31.2.1. Landlord shall not be liable in damages to Tenant or to any proposed subtenant, assignee or other transferee (any of the preceding, preceding a “Proposed Transferee”) if such consent is adjudicated to have been unreasonably withheld, and, in such event, Xxxxxx's Tenant’s sole remedy shall be to have the proposed Transfer declared as valid as if Xxxxxxxx's Landlord’s consent had been given, although Tenant shall be entitled to reasonable attorney's ’s fees if Tenant is the prevailing party in such litigation. At least 30 days prior to entering into any proposed Transfer, Tenant shall submit to Landlord the non-refundable sum of $2,000 500.00 (as payment toward Landlord's ’s and Landlord's ’s attorneys' cost of reviewing, consenting to, rejecting and/or consummating any proposed Transfer), and a written notice (‘‘Tenant's ’s Notice”) which includes (i) a draft fully executed copy of the proposed instrument of transfer (i.e., the sublease or assignment instrumentassignment) relating to the proposed Transfer, along with all related agreements, documents, instruments, exhibits, and escrow instructions, (ii) the name and address of the Proposed Transferee, (iii) an abstract of the terms and conditions of the proposed Transfer, including without limitation the economics of such Proposed Transfer and the commencement or effective date of the proposed Transfer, which shall be at least 30 days after Tenant's ’s Notice is given, and (iv) the nature, character, and current banking, financial, and other credit information and references with respect to the Proposed Transferee and the business of the Proposed Transferee (including without limitation tax returns for the three most‑recent most-recent years, a business plan with cash‑flow cash-flow projections and financial projections with assumptions and competitive market analysis), in reasonably sufficient detail to enable Landlord to determine the Proposed Transferee's ’s financial responsibility.

Appears in 1 contract

Samples: Office Lease Agreement (Adamis Pharmaceuticals Corp)

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