Common use of Transfers by Tenant Clause in Contracts

Transfers by Tenant. (a) Without the prior written consent of Landlord in each instance, which consent will not be unreasonable withheld, Tenant shall not do any of the following (as used in this Paragraph, a “Transfer”): (i) assign this Lease or any estate or interest therein, whether absolutely or collaterally as security for any obligation; (ii) sublease any part of the Premises; (iii) permit any assignment of this Lease or any estate or interest therein by operation of law; (iv) grant any license, concession, or other right of occupancy for any part of the Premises; or (v) permit the use of the Premises by any person other than Tenant and its agents and employees; provided, however, Tenant may assign this Lease, or sublet all or a portion of the Premises, to Franklin Synergy Bank, which is or shall be a wholly owned subsidiary of Tenant and a Tennessee chartered Federal Reserve member state bank (“Bank”), without the prior consent of Landlord. If Tenant should assign this Lease, or sublet any portion of the Premises, to Tenant, (x) Tenant shall simultaneously give to Landlord evidence of such assignment or sublease, which assignment or sublease shall be in form and substance acceptable to Landlord, (y) Tenant shall remain primarily liable to Landlord hereunder, and (z) Bank shall execute and deliver a “Lease Authorization”, in a form similar to Exhibit F attached hereto; provided, however, the information and representations of Tenant set forth in that Authorization shall be about or from Bank, not Tenant, and Bank may delete from such Authorization, to the extent Bank deems appropriate, Section (B)(4) thereof. If Tenant should assign this Lease to Bank, Landlord shall exercise its reasonable best efforts to amend this Lease to the extent required by any governmental agency charged by the law with the regulation of Bank.

Transfers by Tenant. (a) Without the prior written consent of Landlord in each instance, which consent will Tenant may not be unreasonable withheld, Tenant shall not do any of the following (as used in this Paragraph, a “Transfer”): (i) assign this Lease or sublet the Leased Property without Landlord's prior written consent, which consent may be withheld in Landlord's sole and absolute discretion. If given, the consent of Landlord to an assignment, transfer, subletting or encumbrance shall in not relieve Tenant or such assignee or subtenant from the obligation of obtaining the express consent in writing of Landlord to any estate further assignment, transfer, subletting or interest thereinencumbrance. In addition, whether absolutely or collaterally as security for any obligation; (ii) sublease such approved assignee shall expressly assume this Lease by an agreement in recordable form, an original executed counterpart of which shall be delivered to Landlord prior to any part assignment of the Premises; (iii) permit Lease. Landlord's consent to any assignment of this Lease or shall not operate to release any estate or interest therein by operation Tenant-assignor from its obligations hereunder, with respect to which said Tenant-assignor shall remain personally liable. Notwithstanding the foregoing, Landlord acknowledges and expressly approves of law; (iv) grant any license, concession, or other right of occupancy for any part Tenant's sublease of the Premises; or Leased Property and of all Improvements on the Leased Property to Facility Tenant pursuant to the "Community Lease" (v) permit the use as identified as one of the Premises "Third Party Documents" in Exhibit E attached hereto and by this reference made a part hereof, and referred to herein as the "Community Lease"), and of the other interests and obligations as the same are reflected in the Third Party Documents and the Permitted Exceptions. Further, Landlord acknowledges that any person other than duties and responsibilities of Tenant under this Lease may be performed and its agents all rights of Tenant may be enjoyed by Facility Tenant as and employees; providedto the extent provided in the Community Lease. Tenant, however, acknowledges that its duty to perform is in no way diminished by such approval and shall remain primary under the Lease such that Tenant may assign shall be responsible for performing any and all duties, acts or responsibilities under this Lease, or sublet all or a portion Lease which Facility Tenant fails to perform. Landlord has acquired the Leased Property subject to certain existing purchase options in favor of the Premises, to Franklin Synergy Bank, which is or shall be a wholly owned subsidiary of Facility Tenant and a Tennessee chartered Federal Reserve member state bank (“Bank”), without as identified in the prior consent of Landlord. If Tenant should assign this Lease, or sublet any portion of the Premises, to Tenant, (x) Tenant shall simultaneously give to Landlord evidence of such assignment or sublease, which assignment or sublease shall be in form and substance acceptable to Landlord, (y) Tenant shall remain primarily liable to Landlord hereunder, and (z) Bank shall execute and deliver a “Lease Authorization”, in a form similar to Exhibit F attached hereto; provided, however, the information and representations of Tenant set forth in that Authorization shall be about or from Bank, not Tenant, and Bank may delete from such Authorization, to the extent Bank deems appropriate, Section (B)(4) thereof. If Tenant should assign this Lease to Bank, Landlord shall exercise its reasonable best efforts to amend this Lease to the extent required by any governmental agency charged by the law with the regulation of BankThird Party Documents.

Transfers by Tenant. (a) Without the prior written consent of Landlord in each instance, which consent will not be unreasonable unreasonably withheld, Tenant shall not do any of the following (as used in this Paragraph, a “"Transfer”"): (i) assign this Lease or any estate or interest therein, whether absolutely or collaterally as security for any obligation; (ii) sublease any part of the Premises; (iii) permit any assignment of this Lease or any estate or interest therein by operation of law; (iv) grant any license, concession, or other right of occupancy for any part of the Premises; or (v) permit the use of the Premises by any person other than Tenant and its agents and employees; provided, however, Tenant may assign . Permissible reasons for Landlord's withholding consent include (but are not limited to) the following: (vi) the proposed use of the Premises is not permitted by this Lease, would negatively affect insurance or sublet all environmental risks, or a portion would otherwise negatively impact the Property; (vii) the creditworthiness of the Premises, proposed transferee is unacceptable to Franklin Synergy Bank, which is Landlord in Landlord's good faith business judgment; (viii) the proposed use or shall be a wholly owned subsidiary of Tenant and a Tennessee chartered Federal Reserve member state bank (“Bank”), without occupancy would require alterations or additions to the prior consent of Landlord. If Tenant should assign this Lease, Premises or sublet any portion other portions of the PremisesProperty to comply with applicable laws, to Tenantordinances, and regulations; (ix) the proposed transferee is a tenant or occupant of the Property or any other rental real property owned by Landlord; and (x) if the consent of any mortgagee is required, such mortgagee refuses to consent after good faith efforts by Landlord to obtain such consent. Any attempted Transfer without Landlord's prior written consent shall be void. (b) If Tenant requests Landlord's consent to a Transfer, Landlord may either (i) approve or disapprove the Transfer, or (ii) terminate this Lease with respect to the part of the Premises included in the proposed Transfer. In connection with each Transfer request by Tenant, Tenant shall simultaneously give obtain and furnish to Landlord evidence all documents, financial reports, and other information Landlord reasonably requires in order to evaluate the proposed Transfer. Landlord shall advise Tenant of such assignment Landlord's decision with respect to the requested Transfer within thirty (30) days after receipt of Tenant's written Transfer request and all requested supporting materials. If Landlord refuses to consent to a requested Transfer, this Lease shall nonetheless remain in full force and effect. The consent of Landlord to one requested Transfer shall never be construed to waive the requirement for Landlord's consent to other Transfers, nor shall any consent by Landlord or sublease, which assignment Transfer by Tenant discharge or sublease shall be in form and substance acceptable release Tenant from any obligations or liabilities to Landlord, (y) Tenant shall remain primarily liable to Landlord hereunder, and (z) Bank shall execute and deliver a “Lease Authorization”, in a form similar to Exhibit F attached hereto; provided, however, the information and representations of Tenant set forth in that Authorization shall be about or from Bank, not Tenant, and Bank may delete from such Authorization, to the extent Bank deems appropriate, Section (B)(4) thereof. If Tenant should assign this Lease to Bank, Landlord shall exercise its reasonable best efforts to amend this Lease to the extent required by any governmental agency charged by the law with the regulation of Bank.