Common use of Assignment and Sub-Subletting Clause in Contracts

Assignment and Sub-Subletting. Subtenant may not assign any interest in this Sublease (by operation of law or otherwise), sub-sublet all or any portion of the Subleased Premises, transfer any interest of Subtenant therein or permit any use of the Subleased Premises by another party (collectively, “Transfer”), without the prior written consent of Sublandlord, which consent shall not be unreasonably withheld, and of Master Landlord, to the extent required under Section 16 of the Master Lease. As a condition of obtaining such consent, Subtenant must comply with all of the requirements for such consent, as provided under Section 16 of the Master Lease. Subtenant shall reimburse Sublandlord for all costs and fees Sublandlord incurs under the Master Lease in requesting such consent, as assessed by Master Landlord thereunder. Sublandlord’s consent shall not be unreasonably withheld, provided, however, Sublandlord’s withholding of consent shall in all events be deemed reasonable if for any reason Master Landlord’s consent is not obtained. A consent to one Transfer shall not be deemed to be a consent to any subsequent Transfer. Any Transfer without such consent shall be void and, at the option of Sublandlord, shall be a material default under this Sublease. Sublandlord’s waiver or consent to any assignment or sub-subletting shall be ineffective unless set forth in writing, and Subtenant shall not be relieved from any of its obligations under this Sublease. If Sublandlord and Master Landlord consent to a Transfer proposed by Subtenant, Subtenant may enter into such Transfer, and if Subtenant does so, the following shall apply: If Subtenant assigns its interest in this Sublease, then Subtenant shall pay to Sublandlord all profit resulting from such assignment that Sublandlord would be obligated to pay to Master Landlord under Section 16.4(h) of the Master Lease. The amount of such profit so owed shall be paid to Sublandlord on the same basis, whether periodic or in lump sum, that such profit is paid to Subtenant by the assignee. If Subtenant sub-sublets all or any portion of the Subleased Premises, then with respect to the space so sub-subleased, Subtenant shall pay to Sublandlord all profit resulting from such sub-subletting that Sublandlord would be obligated to pay to Master Landlord under Section 16.4(h) of the Master Lease. The amount of such profit so owed shall be paid to Sublandlord on the same basis, whether periodic or in lump sum, that such profit is paid to Subtenant by the sub-subtenant.

Assignment and Sub-Subletting. Subtenant’s rights to assign the Sublease or to sublease the Sublease Premises will be as set forth in the Master Lease, and Sublandlord will have all consent and approval rights of Master Landlord as set forth in the Master Lease. Subject to Subtenant’s obtaining the consent of Master Landlord and Sublandlord as set forth in the Master Lease, Subtenant may not assign any interest in this Sublease (by operation of law or otherwise), shall have the right to sub-sublet all or any portion sublease the Sublease Premises in accordance with the provisions of the Subleased Premises, transfer any interest of Subtenant therein or permit any use of the Subleased Premises by another party (collectively, “Transfer”), without the prior written consent of Sublandlord, which consent shall not be unreasonably withheld, and of Master Landlord, to the extent required under Section 16 17 of the Master Lease. As a condition of obtaining such Without limiting the reasons upon which Sublandlord could withhold its consent, Subtenant must comply with Sublandlord may withhold its consent if it does not review and approve the proposed use of the Sublease Premises, the proposed physical subdivision of the Sublease Premises or the construction of a multi-tenant corridor or the creditworthiness of the new Subtenant. Such sub-sublease shall be subject to all of the requirements for such consent, as provided under Section 16 terms and conditions of the Master Lease. Subtenant shall reimburse Sublandlord for all costs Lease and fees Sublandlord incurs under the Master Lease in requesting such consent, as assessed by Master Landlord thereunder. Sublandlord’s consent shall not be unreasonably withheld, provided, however, Sublandlord’s withholding of consent shall in all events be deemed reasonable if for any reason Master Landlord’s consent is not obtained. A consent to one Transfer shall not be deemed to be a consent to any subsequent Transfer. Any Transfer without such consent shall be void and, at the option of Sublandlord, shall be a material default under this Sublease. Sublandlord’s waiver or consent to any assignment or sub-subletting shall be ineffective unless set forth in writing, and Subtenant shall not be relieved from any of its obligations remain primarily liable under this SubleaseSublease notwithstanding any sub-sublease. If In connection with any subletting or assignment, Sublandlord shall have the right to review and Master Landlord consent to a Transfer approve the current financial statements of Subtenant and any proposed by Subtenant, Subtenant may enter into such Transfer, and if Subtenant does so, sub-subtenant or assignee consistent with the following shall apply: If Subtenant assigns its interest process set forth in this Sublease, then Subtenant shall pay to Sublandlord all profit resulting from such assignment that Sublandlord would be obligated to pay to Master Landlord under Section 16.4(h) of the Master Lease. The amount of such profit so owed shall be paid to Sublandlord on the same basis, whether periodic or in lump sum, that such profit is paid to Subtenant by the assignee. If Subtenant sub-sublets all or any portion of the Subleased Premises, then with respect to the space so sub-subleased, Subtenant shall pay to Sublandlord all profit resulting from such sub-subletting that Sublandlord would be obligated to pay to Master Landlord under Section 16.4(h) of the Master Lease. The amount of such profit so owed shall be paid to Sublandlord on the same basis, whether periodic or in lump sum, that such profit is paid to Subtenant by the sub-subtenant.

Assignment and Sub-Subletting. Subject to Subtenant may not assign any interest in this Sublease (by operation of law or otherwise), sub-sublet all or any portion of obtaining the Subleased Premises, transfer any interest of Subtenant therein or permit any use of the Subleased Premises by another party (collectively, “Transfer”), without the prior written consent of Master Landlord and Sublandlord, which consent shall not be unreasonably withheld, and conditioned or delayed on the part of Master LandlordSublandlord, Subtenant shall have the right to assign this Sublease or to sub-sublease the extent required under Sublease Premises in accordance with the provisions of Section 16 26 of the Master LeaseOriginal Lease and this Section 12. As a condition of obtaining such Without limiting the reasons upon which Sublandlord could reasonably withhold its consent, Subtenant must comply with all Sublandlord may reasonably withhold its consent if (i) the proposed use of the requirements for such consent, as provided under Section 16 of the Master Lease. Subtenant shall reimburse Sublandlord for all costs and fees Sublandlord incurs Sublease Premises is not a use permitted under the Master Lease in requesting such consentor this Sublease, or (ii) sub-subtenant or assignee does not have sufficient creditworthiness to satisfy its obligations under the proposed sub-sublease or assignment, as assessed by Master Landlord thereunderapplicable, or has an unsavory business reputation. Sublandlord’s consent shall not be unreasonably withheld, provided, however, Sublandlord’s withholding of consent shall in all events be deemed reasonable if for any reason Master Landlord’s consent is not obtained. A consent to one Transfer shall not be deemed to be a consent to any subsequent Transfer. Any Transfer without such consent shall be void and, at the option of Sublandlord, shall be a material default under this Sublease. Sublandlord’s waiver or consent to any Such assignment or sub-subletting sublease shall be ineffective unless set forth in writingsubject to all of the terms and conditions of the Master Lease and this Sublease, and Subtenant shall not be relieved from any of its obligations remain primarily liable under this SubleaseSublease notwithstanding any sub-sublease. If In connection with any assignment or subletting, Sublandlord and Master Landlord consent shall have the right to review and approve the current financial statements of Subtenant and any proposed assignee or sub-subtenant, with Sublandlord only being subject to any commercially reasonable confidentiality restrictions imposed on the review of such information by the proposed assignee or sub-subtenant. Fifty Percent (50%) of any profit realized by Subtenant as a Transfer proposed by Subtenant, Subtenant may enter into such Transfer, and if Subtenant does so, the following shall apply: If Subtenant assigns its interest in this Sublease, then Subtenant shall pay to Sublandlord all profit resulting from result of such assignment that Sublandlord would be obligated to pay to Master Landlord under Section 16.4(h) or sub-subleasing (after first deducting Subtenant’s reasonable costs associated therewith, including only brokerage fees and commissions, reasonable attorneys’ fees and the cost of remodeling or otherwise improving or altering the Master Lease. The amount of such profit so owed Sublease Premises for said sublessee), shall be paid to Sublandlord on the same basisafter appropriate sharing, whether periodic or in lump sumif any, that such profit is paid to Subtenant by the assignee. If Subtenant sub-sublets all or any portion of the Subleased Premises, then with respect to the space so sub-subleased, Subtenant shall pay to Sublandlord all profit resulting from such sub-subletting that Sublandlord would be obligated to pay to Master Landlord under Section 16.4(h) of the Master Lease. The amount of such profit so owed shall be paid to Sublandlord on the same basis, whether periodic or in lump sum, that such profit is paid to Subtenant by the sub-subtenantLandlord.