Common use of Underletting Clause in Contracts

Underletting. 3.17.1 The Tenant shall not underlet the whole of the Premises except in accordance with this clause nor without the consent of the Landlord, such consent not to be unreasonably withheld or delayed. 3.17.2 The Tenant shall not underlet or agree to underlet the whole of the Premises without first procuring that any intended undertenant shall covenant with the Landlord and the Superior Landlord as from the date of the underlease to observe and perform the covenants and conditions herein contained (excluding the covenant to pay the rents hereinbefore reserved) and not without the prior written consent of the Landlord and the Superior Landlord to assign the Premises and that such covenants are included in the underlease. 3.17.3 The Tenant shall not underlet part only of the Premises. 3.17.4 The Tenant shall not underlet the Premises: 3.17.4.1 together with any property or any right over property that is not included within this Lease; 3.17.4.2 at a fine or premium or reverse premium; nor 3.17.4.3 allowing any rent free period to the undertenant that exceeds the period as is then usual in the open market in respect of such a letting. 3.17.5 The Tenant shall not underlet the Premises unless, before the underlease is granted, the Tenant has given the Landlord: 3.17.5.1 a certified copy of the notice served on the undertenant, as required by section 38A(3)(a) of the LTA 1954, applying to the tenancy to be created by the underlease; and 3.17.5.2 a certified copy of the declaration or statutory declaration made by the undertenant in accordance with the requirements of section 38A(3)(b) of the LTA 1954. 3.17.6 Any underletting by the Tenant shall be by deed and shall include: 3.17.6.1 an agreement between the Tenant and the undertenant that the provisions of sections 24 to 28 of the LTA 1954 are excluded from applying to the tenancy created by the underlease; 3.17.6.2 the reservation of a rent which is not less than the full open market rental value of the Premises at the date the Premises is underlet and which is payable at the same times as the Rent under this Lease (but this shall not prevent an underlease providing for a rent-free period of a length permitted by clause 3.17.4.3); 3.17.6.3 provisions for the review of rent at the same dates and on the same basis as the review of rent in this Lease, unless the term of the underlease does not extend beyond the next Review Date; 3.17.6.4 provisions requiring the consent of the Landlord to be obtained in respect of any matter for which the consent of the Landlord is required under this Lease,

Underletting. 3.17.1 3.15.1 The Tenant shall will not underlet the whole of the Premises Property. 3.15.2 The Tenant will not underlet a Permitted Part, except in accordance with this clause nor without the consent of the LandlordLandlord (except as permitted in clause 3.15.6), such consent not to be unreasonably withheld or delayed. An application for consent is to be accompanied by full written details of the proposed underletting including the proposed payments to be made by the intended undertenant. 3.17.2 The Tenant shall not underlet or agree to underlet the whole of the Premises without first procuring that any intended undertenant shall covenant with the Landlord and the Superior Landlord as from the date of the underlease to observe and perform the covenants and conditions herein contained (excluding the covenant to pay the rents hereinbefore reserved) and not without the prior written 3.15.3 Any consent of the Landlord and the Superior Landlord required pursuant to assign the Premises and that such covenants are included in the underleasethis clause 3.15 must be by deed to be valid. 3.17.3 3.15.4 The Tenant shall will not underlet part only of the Premises. 3.17.4 The Tenant shall not underlet the Premises: 3.17.4.1 together with any property or any right over property that is not included within this Lease; 3.17.4.2 a Permitted Part at a fine or premium or reverse premium; nor 3.17.4.3 allowing any rent free period to the undertenant that exceeds the period as is then usual in the open market in respect of such a letting. 3.17.5 3.15.5 The Tenant shall will not underlet the Premises a Permitted Part unless, before the underlease is granted, or, if earlier, before the Tenant has given undertenant becomes contractually bound to take the Landlord: 3.17.5.1 a certified copy underlease, the underlease is validly excluded from the operation of the notice served on the undertenant, as required by section 38A(3)(asections 24 to 28 (inclusive) of the LTA Landlord and Tenant Act 1954, applying to the tenancy to be created by the underlease; and 3.17.5.2 a certified copy of the declaration or statutory declaration made by the undertenant in accordance with the requirements provisions of section 38A(3)(b38A of that Act and the relevant schedules of The Regulatory Reform (Business Tenancies) (England and Wales) Order 2003 and the Tenant produces to the Landlord adequate evidence of the LTA 1954such valid exclusion as referred to in this clause. 3.17.6 3.15.6 Any underletting by the Tenant shall must be by deed and shall must include: 3.17.6.1 an agreement between the Tenant and the undertenant that the provisions of sections 24 to 28 of the LTA 1954 are excluded from applying to the tenancy created (a) a covenant by the underlease; 3.17.6.2 undertenant, expressed to be enforceable by the reservation of a rent which is not less than the full open market rental value of the Premises Landlord (as superior landlord at the date of grant) and its successors in title in their own right, to observe and perform the Premises tenant covenants in the underlease and any document that is underlet and which is payable at the same times as the Rent under this Lease (but this shall not prevent an underlease providing for a rent-free period of a length permitted by clause 3.17.4.3)supplemental or collateral to it; 3.17.6.3 provisions for the review of rent at the same dates and on the same basis as the review of rent in this Lease, unless the term of the underlease does not extend beyond the next Review Date; 3.17.6.4 (b) where relevant provisions requiring the consent of the Landlord to be obtained in respect of any matter for which the consent of the Landlord is required under this Lease,; (c) a condition for re-entry on breach of the underlease by the undertenant; and and must otherwise be: (d) consistent with and include tenant covenants no less onerous (other than as to the Basic Rent) than those in this Lease; and (e) for a term that will expire more than 2 days before the end of the term of this Lease and contain breaks that operate at the same time as those contained in this Lease; and and must otherwise be in a form approved by the Landlord, such approval not to be unreasonably withheld save that the Landlord's approval to the form of the underlease shall be deemed to have been given if the underlease is in the form or substantially the same form as the specimen underlease attached in Schedule 10. 3.15.7 In relation to any underlease granted by the Tenant, the Tenant will enforce the tenant covenants in the underlease and not vary the terms of the underlease without the consent of the Landlord, such consent not to be unreasonably withheld or delayed. 3.15.8 If required by the EPC Regulations the Tenant shall obtain a valid EPC in respect of any underlease of the whole of the Property and deliver a copy to the Landlord (together with details of the reference number of such EPC if not apparent from the copy) within 5 Working Days of such EPC being issued. 3.15.9 If any sub-lease granted by the Tenant invalidates a valid EPC for any Neighbouring Property (or any part thereof) held by the Landlord of which the Tenant has prior written notification or adversely affects the asset rating in any such EPC then the Tenant shall (at the option of the Landlord) indemnify the Landlord in respect of the reasonable expenses properly incurred in respect of the cost of a new and valid EPC for the Neighbouring Property.

Underletting. 3.17.1 14.1 The Tenant shall not may underlet the whole or part of the Premises except Property in accordance with this clause nor without the 14 and with the, consent of the Landlord, Landlord (such consent not to be unreasonably withheld or delayedwithheld) and provided that the Tenant does not create more than three concurrent underleases at any time. 3.17.2 14.2 The Tenant shall must not underlet or agree to underlet the whole or part of the Premises without first procuring that any intended undertenant shall covenant with the Landlord and the Superior Landlord as from the date of the underlease to observe and perform the covenants and conditions herein contained (excluding the covenant to pay the rents hereinbefore reserved) and not without the prior written consent of the Landlord and the Superior Landlord to assign the Premises and that such covenants are included in the underlease. 3.17.3 The Tenant shall not underlet part only of the Premises. 3.17.4 The Tenant shall not underlet the PremisesProperty: 3.17.4.1 (a) together with any property property, or any right over property property, that is not included within this Leaselease; 3.17.4.2 (b) at a fine or premium or reverse premium; nor; 3.17.4.3 (c) allowing any rent rent-free period to the undertenant that exceeds the period as that is then usual in the open market in respect of for such a letting.; 3.17.5 The Tenant shall not underlet the Premises unless, before (d) unless the underlease is granted, has first been validly excluded from the Tenant has given the Landlord: 3.17.5.1 a certified copy provisions of the notice served on the undertenant, as required by section 38A(3)(a) LTA 1954 (where it is a lease that might otherwise acquire security of tenure under Part II of the LTA 1954, applying ); (e) other than for a term that will expire on the earlier of (a) no later than three days before the Contractual Term expires by effluxion of time and (b) the date that this lease ends or is otherwise determined in accordance with this lease; (f) unless the undertenant has first entered into a direct covenant in favour of the Landlord to observe and perform the tenancy tenant covenants in the underlease and any document that is collateral or supplemental to be created by the underleaseit; and 3.17.5.2 (g) unless a certified copy person of standing acceptable to the Landlord (acting reasonably) enters into a guarantee and indemnity of the declaration or statutory declaration made by the undertenant in accordance with the requirements of section 38A(3)(b) tenant covenants of the LTA 1954underlease in favour of the Landlord in the form set out in Schedule 5 (but with such amendments and additions as the Landlord may reasonably require). 3.17.6 14.3 Any underletting by the Tenant shall be by deed and shall must include: 3.17.6.1 (a) an agreement between the Tenant and the undertenant that the provisions of sections 24 to 28 of the LTA 1954 are excluded from applying to the tenancy created by the underleaseunderlease (where the underlease was required to be contracted out under clause 14.2(d)); 3.17.6.2 (b) the reservation of a rent which is not less than the full open market rental value of the Premises Property at the date on which the Premises is underlet Landlord grants consent to the underletting or that reasonably attributable to the part of the Property underlet; and which is payable at the same times as the Annual Rent under this Lease lease (but this shall not prevent an underlease providing for a rent-free period of a length permitted by clause 3.17.4.314.2(c)); 3.17.6.3 (c) provisions for the review of rent at the same dates and on the same basis as the review of rent the Annual Rent in this Lease, unless lease; (d) a covenant by the term undertenant not to: (i) assign or charge the whole or any part of the underlease does not extend beyond the next Review Dateunderlease; 3.17.6.4 (ii) part with, share possession or share occupation of the whole or any part of the underlet property; (iii) underlet the whole or part only of the underlet property; and (iv) hold the underlease on trust for any person (except pending registration of a dealing permitted by the underlease at HM Land Registry or by reason only of joint legal ownership); (a) a covenant to comply with the terms of this lease except the covenant to pay the Annual Rent; (b) covenants by the undertenant not to use the Property other than for the Permitted Use and including covenants consistent with this Lease and the Permitted Use; (c) contains a right of re-entry on breach of any covenant by the undertenant; and (d) provisions requiring the consent or approval of the Landlord to be obtained in respect of any matter for which the consent or approval of the Landlord is required under this Lease,lease. 14.4 Any underletting by the Tenant must otherwise be: (a) by deed; (b) consistent with and include tenant covenants no less onerous than those in this lease excluding the covenant in this lease to pay the Annual Rent; and (c) in a form approved by the Landlord (such approval not to be unreasonably withheld). 14.5 In relation to any underlease granted by the Tenant, the Tenant must: (a) not vary the terms of the underlease nor accept a surrender of the underlease without the consent of the Landlord (such consent not to be unreasonably withheld); (b) enforce the tenant covenants in the underlease and not waive any of them nor allow any reduction in the rent payable under the underlease; and (c) ensure that in relation to any rent review the revised rent is not agreed without the approval of the Landlord (such approval not to be unreasonably withheld).

Underletting. 3.17.1 The Tenant shall not underlet the whole of the Premises Property except in accordance with this clause nor without the consent of the Landlord, such consent not to be unreasonably withheld or delayed. 3.17.2 The Tenant shall not underlet or agree to underlet the whole of the Premises without first procuring that any intended undertenant shall covenant with the Landlord and the Superior Landlord as from the date of the underlease to observe and perform the covenants and conditions herein contained (excluding the covenant to pay the rents hereinbefore reserved) and not without the prior written consent of the Landlord and the Superior Landlord to assign the Premises and that such covenants are included in the underlease. 3.17.3 withheld. The Tenant shall not underlet part only of the Premises. 3.17.4 Property. The Tenant shall not underlet the Premises: 3.17.4.1 Property: together with any property or any right over property that is not included within this Lease; 3.17.4.2 lease; at a fine or premium or reverse premium; nor 3.17.4.3 nor allowing any rent rent-free period to the undertenant that exceeds the period as is then usual in on the open market in respect of such a letting. 3.17.5 . The Tenant shall not underlet the Premises Property unless, before the underlease is granted, the Tenant has given the Landlord: 3.17.5.1 : a certified copy of the notice served on the undertenant, as required by section 38A(3)(a) of the LTA 1954, applying to the tenancy to be created by the underlease; and 3.17.5.2 and a certified copy of the declaration or statutory declaration made by the undertenant in accordance with the requirements of section 38A(3)(b) of the LTA 1954. 3.17.6 . Any underletting by the Tenant shall be by deed and shall include: 3.17.6.1 : an agreement between the Tenant and the undertenant that the provisions of sections 24 to 28 of the LTA 1954 are excluded from applying to the tenancy created by the underlease; 3.17.6.2 ; the reservation of a rent which is not less than the full open market rental value of the Premises Property at the date the Premises Property is underlet and which is payable at the same times as the Annual Rent under this Lease lease (but this shall not prevent an underlease providing for a rent-free period of a length permitted by clause 3.17.4.319.3(c); 3.17.6.3 ); provisions for the review of rent at the same dates and on the same basis as the review of rent in this Leaselease, unless the term of the underlease does not extend beyond the next Review Date; 3.17.6.4 ; a covenant by the undertenant, enforceable by and expressed to be enforceable by the Landlord (as superior landlord at the date of grant) and its successors in title in their own right, to observe and perform the tenant covenants in the underlease and any document that is supplemental or collateral to it and the tenant covenants in this lease, except the covenants to pay the rents reserved by this lease; and provisions requiring the consent of the Landlord to be obtained in respect of any matter for which the consent of the Landlord is required under this Lease,lease, and shall otherwise be consistent with and include tenant covenants no less onerous (other than as to the Annual Rent) than those in this lease and in a form approved by the Landlord, such approval not to be unreasonably withheld. In relation to any underlease granted by the Tenant, the Tenant shall: not vary the terms of the underlease nor accept a surrender of the underlease without the consent of the Landlord, such consent not to be unreasonably withheld; enforce the tenant covenants in the underlease and not waive any of them nor allow any reduction in the rent payable under the underlease; and ensure that in relation to any rent review the revised rent is not agreed without the approval of the Landlord, such approval not to be unreasonably withheld. Sharing occupation The Tenant may share occupation of the Property with any company that is a member of the same group (within the meaning of section 42 of the LTA 1954) as the Tenant for as long as that company remains within that group and provided that no relationship of landlord and tenant is established by that arrangement.

Underletting. 3.17.1 ‌ 19.1 The Tenant shall not underlet the whole of the Premises except in accordance with this clause nor without the consent of the Landlord, such consent not to be unreasonably withheld or delayedProperty. 3.17.2 19.2 The Tenant shall not underlet or agree to underlet the whole a part of the Premises without first procuring that Property unless it is a Permitted Part and otherwise than on the following conditions: 19.2.1 the combined floor area of all underlet premises shall not exceed fifteen per centum of the total internal floor area of the Property; and 19.2.2 there shall be no more than three underleases at any intended undertenant one time. 19.3 The Tenant shall covenant not underlet a Permitted Part of the Property: 19.3.1 unless the Tenant covenants with the Landlord and to pay to the Superior Landlord, within 10 working days of receipt of the same as prescribed by the sublease, fifty per centum of the rental income under such sublease; nor 19.3.2 unless the proposed undertenant has first covenanted by deed with the Landlord in such form as the Landlord may reasonably require that with effect from the date of the underlease to and during the term of the underlease the undertenant will observe and perform all the provisions of the underlease to be observed and performed by the undertenant and the provisions of this Underlease (other than payment of the Annual Rent) to be observed and performed by the Tenant; nor 19.3.3 (where the proposed undertenant is a corporate body and the Landlord reasonably so requires) without first procuring either covenants and conditions herein contained (excluding by deed with the covenant Landlord in the which is acceptable to pay the rents hereinbefore reserved) and not Landlord as guarantor or an alternative form of security reasonably acceptable to the Landlord; nor 19.3.4 except by way of a Permitted Underlease; nor 19.3.5 without the prior written consent of the Landlord and the Superior Landlord to assign the Premises and that such covenants are included in the underlease(which will not be unreasonably withheld or delayed). 3.17.3 19.4 The Tenant shall enforce and not waive or vary the provisions of a Permitted Underlease and to operate at the relevant dates of review the rent review provisions contained in an underlease but not to agree the rent upon such a review without the prior written approval of the Landlord (such approval not to be unreasonably withheld or delayed). 19.5 The Tenant shall not underlet accept a surrender of part only of any underlet premises without the Premises. 3.17.4 The Tenant shall not underlet the Premises: 3.17.4.1 together with any property or any right over property that is not included within this Lease; 3.17.4.2 at a fine or premium or reverse premium; nor 3.17.4.3 allowing any rent free period to the undertenant that exceeds the period as is then usual in the open market in respect of such a letting. 3.17.5 The Tenant shall not underlet the Premises unless, before the underlease is granted, the Tenant has given the Landlord: 3.17.5.1 a certified copy of the notice served on the undertenant, as required by section 38A(3)(a) of the LTA 1954, applying to the tenancy to be created by the underlease; and 3.17.5.2 a certified copy of the declaration or statutory declaration made by the undertenant in accordance with the requirements of section 38A(3)(b) of the LTA 1954. 3.17.6 Any underletting by the Tenant shall be by deed and shall include: 3.17.6.1 an agreement between the Tenant and the undertenant that the provisions of sections 24 to 28 of the LTA 1954 are excluded from applying to the tenancy created by the underlease; 3.17.6.2 the reservation of a rent which is not less than the full open market rental value of the Premises at the date the Premises is underlet and which is payable at the same times as the Rent under this Lease (but this shall not prevent an underlease providing for a rent-free period of a length permitted by clause 3.17.4.3); 3.17.6.3 provisions for the review of rent at the same dates and on the same basis as the review of rent in this Lease, unless the term of the underlease does not extend beyond the next Review Date; 3.17.6.4 provisions requiring the prior written consent of the Landlord (such approval not to be obtained in respect of any matter for which the consent of the Landlord is required under this Lease,unreasonably withheld or delayed).