Common use of ASSIGNMENT AND UNDERLETTING Clause in Contracts

ASSIGNMENT AND UNDERLETTING. 9.1 Not to assign part of this lease or underlet, charge or part with possession of part only of the Property. 9.2 Not to assign the whole of this lease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except to a person who has first applied to become a member of the Management Company on the completion of the assignment and executed a deed expressed to be made in favour of the Landlord and the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9. 9.4 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) the underlease contains covenants substantially the same as those contained in the Regulations; and (d) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 Within one month of any assignment, underletting for more than one year, charge, parting with possession of or any other devolution of title to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) provide a certified copy of the transfer or other instrument of devolution of title; and (b) pay the reasonable registration fees of the Landlord and Management Company or their respective solicitors, which shall be no less than £50 (Fifty Pounds) plus VAT in respect of each document produced.

ASSIGNMENT AND UNDERLETTING. 9.1 Not The Tenant shall be permitted to assign part of this lease or assign, underlet, charge charge, deal with or part with possession of part only of the Property. 9.2 . Not to assign the whole of this lease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 . Not to assign the whole of this lease except unless the Tenant has first: paid to the Landlord any Rent, Service Charge, Insurance Rent or other sums payable under this lease which have fallen due before the date of assignment; provided the Landlord with an address for service in England or Wales if the assignee or transferee is not resident in England or Wales or is a person who has first applied limited company not registered within England or Wales; procured that the assignee covenants directly with the Landlord to become a member observe and perform the covenants, obligations and conditions, on the part of the Management Company on Tenant in this Lease during the completion residue of the assignment and executed a deed expressed to be made in favour of the Landlord and the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9. 9.4 Term hereby granted. Not to underlet the whole or any part of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) unless the underlease contains covenants substantially the same as those contained in the Regulations; and (d, other than the Regulation contained in paragraph 1(a) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 Schedule 5. Within one month of any assignment, underletting for more than one yearunderletting, charge, parting with possession of or any other devolution of title to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) : provide a certified copy of the transfer or other instrument of devolution of title; and (b) and pay the Landlord's or the Landlord's solicitor's, reasonable registration fees of the Landlord and Management Company or their respective solicitors, fee which shall be no less than £50 (Fifty Pounds) Pounds plus VAT in respect of each document produced. To keep the Property in good repair and condition throughout the Term (provided that the Tenant shall not be liable to repair the Property to the extent that any disrepair has been caused by an Insured Risk, unless and to the extent that the policy of insurance of the Property has been vitiated or any insurance proceeds withheld in consequence of any act or omission of the Tenant, any undertenant or their respective workers, contractors or agents or any person at the Property with the express or implied authority of any of them). As often as is reasonably necessary and at least every five years, to decorate or treat as appropriate all parts of the inside of the Property that are usually decorated or treated in a good and proper manner, using good quality, suitable materials that are appropriate to the Property and in the last year of the Term to use materials, designs and colours approved by the Landlord acting reasonably. To comply with all laws relating to the Property, its use by the Tenant and any works carried out at it. To comply with all laws relating to the use of the Retained Parts by the Tenant. To carry out all works that are required under any law to be carried out at the Property (without prejudice to any obligation on the Tenant to obtain any consent under this lease). Within one week after receipt of any notice or other communication affecting the Property or the Building (and whether or not served pursuant to any law) to: send a copy of the relevant document to the Landlord; and in so far as it relates to the Property or the Tenant's use of the Retained Parts, take all steps necessary to comply with the notice or other communication and take any other action in connection with it as the Landlord may reasonably require. To give notice to the Landlord of any defect in or want of repair or damage to the Property or Building for which the Landlord may be responsible under this lease or any law, as soon as the Tenant becomes aware of it.

ASSIGNMENT AND UNDERLETTING. 9.1 Not to assign part of this lease Lease or underlet, charge or part with possession of part only of the Property. 9.2 Not to assign the whole of this leaseLease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except Lease to a person who has first applied to become a member limited company without the prior written consent of the Management Company on the completion of the assignment and executed a deed expressed Landlord, such consent not to be made in favour of the Landlord and the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9unreasonably withheld or delayed. 9.4 Not to assign the whole of this Lease unless the Tenant has first: 9.4.1 paid to the Landlord any Rent, Service Charge, Insurance Rent or other sums payable under this Lease which have fallen due before the date of assignment; and 9.4.2 provided the Landlord with an address for service in England or Wales if the assignee or transferee is not resident in England or Wales or is a limited company not registered within England or Wales. 9.5 Not to underlet the whole of the Property unless: (a) 9.5.1 the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) 9.5.2 the underlease contains covenants substantially the same as those contained in the Regulations, other than the Regulation contained in paragraph 25.1 of Schedule 5; and (d) 9.5.3 the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 9.6 Within one month of any assignment, underletting for more than one year, charge, parting with possession of or any other devolution of title to this lease Lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) provide a certified copy of the transfer or other instrument of devolution of title; and (b) pay the reasonable registration fees of the Landlord and Management Company or their respective solicitors, which shall be no less than £50 (Fifty Pounds) plus VAT in respect of each document produced.

ASSIGNMENT AND UNDERLETTING. 9.1 Not to assign part of this lease or underlet, charge or part with possession of part only of the Property. 9.2 Not to assign the whole of this lease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except to a person who has first applied to become a member limited company without the prior written consent of the Management Company on the completion of the assignment and executed a deed expressed Landlord, such consent not to be made in favour of the Landlord and the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9unreasonably withheld or delayed. 9.4 Not to assign the whole of this lease unless the Tenant has first: (a) paid to the Landlord any Rent, Service Charge, or other sums payable under this lease which have fallen due before the date of assignment; and (b) provided the Landlord with an address for service in England or Wales if the assignee or transferee is not resident in England or Wales or is a limited company not registered within England or Wales. 9.5 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) the underlease contains covenants substantially the same as those contained in the Regulations, other than the Regulation contained in paragraph 31(a) of Schedule 5; and (dc) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 9.6 Within one month of any assignment, underletting for more than one year, charge, parting with possession of or any other devolution of title to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) provide a certified copy of the transfer or other instrument of devolution of title; and (b) pay the Landlord's or the Landlord's solicitor's, reasonable registration fees of the Landlord and Management Company or their respective solicitors, fee which shall be no less than £50 (Fifty Pounds) Thirty Pounds plus VAT in respect of each document produced. 9.7 Until the end of the period of ten years from the date of this Lease the Tenant will not make a Relevant Disposal of the Property which is not an Exempt Disposal unless the prescribed conditions as defined in s.188 of the Housing ▇▇▇ ▇▇▇▇ and s.156A of the Housing ▇▇▇ ▇▇▇▇ (Right of first refusal for Landlord) have been satisfied in relation to that or a previous such disposal 9.8 To make the payment to the Landlord provided for in Section 155 of the Act on any first Relevant Disposal of the Property which is not an Exempt Disposal with the period specified in Section 155 of the Act.

ASSIGNMENT AND UNDERLETTING. 9.1 Not to assign part of this lease or lease, underlet, charge or part with possession of part only of the Property. 9.2 Not to assign the whole of this lease, lease or underlet or part with possession of the whole of the Property, Property during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except to a person who has first applied to become a member limited company without the prior written consent of the Management Company on the completion of the assignment and executed a deed expressed Landlord, such consent not to be made unreasonably withheld or delayed. 9.4 Not to assign the whole of this lease unless the Tenant has first: (a) paid to the Landlord any Rent, Service Charge, Insurance Rent or other sums payable under this lease which have fallen due before the date of assignment; and (b) provided the Landlord with an address for service in favour of England or Wales if the assignee or transferee is not resident in England or Wales or is a limited company not registered within England or Wales; and (c) at the Tenant’s cost contemporaneously procuring that the assignee executes and delivers to the Landlord and deed of covenant to observe and perform the Management Company by which that person covenants in and conditions on the terms part of the Draft Deed of Covenant set out Tenant contained in Schedule 9this Lease. 9.4 9.5 Not to underlet the whole of the Property without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.6 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) the underlease contains covenants substantially the same as those contained in the Regulations, other than the Regulation contained in paragraph 25(a) of Schedule 5; and (dc) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 9.7 Within one month of any assignment, underletting for more than one a year, charge, parting with possession of or any other devolution of title to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) provide a certified copy of the transfer or other instrument of devolution of title; and (b) pay the Landlord's or the Landlord's solicitor's, reasonable registration fees of the Landlord and Management Company or their respective solicitors, fee which shall be no less than £50 (Fifty Pounds) Seventy Five Pounds plus VAT in respect of each document produced.

ASSIGNMENT AND UNDERLETTING. 9.1 (a) Not to assign transfer charge or mortgage the whole or any part of this lease the Premises [Provided That the Tenant will upon being required by the Landlord by notice in writing to the Tenant to do so at any time on or underlet, charge or part with possession of part only following the termination of the Property. 9.2 Not ODP Grant Agreement for whatever reason and subject to assign the whole obtaining of this lease, or underlet or part with possession of any consents required from any Superior Landlord transfer the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not Premises to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except to a person who has first applied to become a member of the Management Company on the completion of the assignment and executed a deed expressed to be made in favour any nominee of the Landlord and specified by the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9Landlord. 9.4 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term;] (b) Not (save as hereinafter provided in this clause 4.10) to underlet part with or share the Tenant, possession or occupation of the whole or any part of the Premises. (c) The Tenant may without the Landlord's consent grant or enter into any underlease of any part or parts of the Premises comprised in a Station subject to all of the following conditions: (i) the underletting shall not be such as materially to prejudice the option of the CVL Network nor (together with other underlettings) so as to comprise the whole (or substantially the whole) of a Station; (ii) the underletting shall not include property not in the case Landlord's ownership; (iii) [ 13]; 12 Extent/nature of an information required to be confirmed 13 [Redacted] (iv) the underletting shall be at a market rent for a fixed term exceeding one year, first obtains the written consent relevant part of the Landlord Station without taking a premium but may be subject to a Rent Concession and shall otherwise be on terms which are normal in the market at the date of the underletting having regard to the nature and condition of the premises to be underlet (and for the avoidance of doubt a market rent may be a peppercorn rent where this is appropriate for the premises in question in view of the market conditions prevailing as at the relevant time); (v) the underletting shall contain provisions the effect of which shall be that if this Lease is lawfully terminated pursuant to clauses 7 and/or paragraph 9 of Schedule 9 of this Lease in relation to the whole or the relevant part of the Station, the underletting shall contractually be capable of termination by the Tenant at the same time as such lawful termination of this Lease; (vi) the underletting shall prohibit the undertenant from doing or omitting anything which if done or omitted by the Tenant would contravene any of the obligations of the Tenant under this Lease; (vii) the underletting is not of and does not include a part to be used for residential purposes. (d) Subject to clause 4.10(c), the Tenant may with the Landlord's consent (not to be unreasonably withheld withheld) grant or delayed); (c) the enter into any other underlease contains covenants substantially the same as those contained agreement licence concession or other arrangement with and/or grant rights or easements to any party in the Regulations; and (d) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach respect of any part of the Tenant Covenants. 9.5 Within one month Premises (but not the whole of any assignment, underletting for more than one year, charge, parting with possession of or any other devolution of title the Premises) to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and toenable that party: (ai) provide a certified copy to use and/or occupy that part of the transfer Premises for any use falling within the Permitted User; and/or (ii) [to sub-let sub-contract sub-licence or otherwise pass on the rights referred to in this clause 4.10(d) to any other person] Provided That any such underlease agreement licence concession or other instrument arrangement or rights or easements shall be on terms which are consistent with the Operation of devolution of title; andthe CVL in accordance with the ODP Grant Agreement and the Minimum Operational Standards. (be) pay Nothing in this clause 4.10 shall prevent the reasonable registration fees Tenant or any sub-tenant sharing occupation of the Premises or any part of them with a company in the same group (within the meaning of section 42 of the Landlord and Management Company Tenant Act 1954) as the Tenant or their respective solicitors, which the relevant sub-tenant (as the case may be) for so long as the company remains in the same group and provided that no landlord and tenant relationship shall be no less than £50 (Fifty Pounds) plus VAT in respect of each document producedcreated.

ASSIGNMENT AND UNDERLETTING. 9.1 Not to assign part of this lease or underlet, charge or part with possession of part only of the Property. 9.2 Not to assign the whole of this lease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except to a person who has first applied to become a member limited company without the prior written consent of the Management Company on the completion of the assignment and executed a deed expressed Landlord, such consent not to be made in favour of the Landlord and the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9unreasonably withheld or delayed. 9.4 Not to assign the whole of this lease unless the Tenant has first: (a) paid to the Landlord any Rent, Insurance Rent or other sums payable under this lease which have fallen due or before the date of assignment; and (b) provided the Landlord with an address for service in England or Wales if the assignee or transferee is not resided in England or Wales or is a limited company not registered within England or Wales. 9.5 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant undertenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) the underlease contains covenants substantially the same as those contained in the Regulations, other than the Regulation contained in paragraph 26(a) of Schedule 5; and (dc) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 9.6 Within one month of any assignment, underletting for more than one yearunderletting, charge, parting with possession of or any other devolution of title to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) provide a certified copy of the transfer or other instrument of devolution of title; and (b) pay the Landlord's or the Landlord's solicitor's, reasonable registration fees of the Landlord and Management Company or their respective solicitors, fee which shall be no less than £50 (Fifty Pounds) fifty pounds plus VAT in respect of each document produced.

ASSIGNMENT AND UNDERLETTING. ‌ 9.1 Not to assign part of this lease or underlet, charge or part with possession of part only of the Property. 9.2 Not to assign the whole of this lease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term without the prior written consent of the Landlord, such consent not to be unreasonably withheld or delayed. 9.3 Not to assign the whole of this lease except to a person who has first applied to become a member limited company without the prior written consent of the Management Company on the completion of the assignment and executed a deed expressed Landlord, such consent not to be made in favour of the Landlord and the Management Company by which that person covenants in the terms of the Draft Deed of Covenant set out in Schedule 9unreasonably withheld or delayed. 9.4 Not to assign the whole of this lease unless the Tenant has first: (a) paid to the Landlord any Rent, Service Charge, Insurance Rent or other sums payable under this lease which have fallen due before the date of assignment; and (b) provided the Landlord with an address for service in England or Wales if the assignee or transferee is not resident in England or Wales or is a limited company not registered within England or Wales. 9.5 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the term; (b) the Tenant, in the case of an underletting for a fixed term exceeding one year, first obtains the written consent of the Landlord (not to be unreasonably withheld or delayed); (c) the underlease contains covenants substantially the same as those contained in the Regulations, other than the Regulation contained in paragraph 24.1 of Schedule 5; and (dc) the underlease provides that the undertenant must not do anything that would or might cause the Tenant to be in breach of the Tenant Covenants. 9.5 9.6 Within one month of any assignment, underletting [for more than one year], charge, parting with possession of or any other devolution of title to this lease or the Property to serve notice on the Landlord or (if required by the Landlord) the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to:to:‌ (a) provide a certified copy of the transfer or other instrument of devolution of title; and (b) pay the Landlord's or the Landlord's solicitor's, reasonable registration fees of the Landlord and Management Company or their respective solicitors, fee which shall be no less than £50 (Fifty Pounds) Thirty Pounds plus VAT in respect of each document produced.

ASSIGNMENT AND UNDERLETTING. 9.1 (a) Not to assign part of this lease or underlet, charge or part with possession of mortgage part only of the PropertyPremises nor except as hereinafter permitted to part with or share possession or occupation of the whole or any part thereof nor to hold its interest in the Premises or any part as nominee or upon trust for any third party. 9.2 (b) Not to assign the whole of this lease, or underlet or part with possession of the whole of the Property, during the last seven years of the Term Premises without first obtaining the prior written consent of the Landlord, Landlord (which shall not be unreasonably withheld or delayed) and the Landlord and the Tenant agree that for the purposes of section 19(1A) of the Landlord and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ the Landlord may (without prejudice to the right of the Landlord to refuse consent on any other reasonable ground) withhold consent to an assignment: (i) if either of the following circumstances exist at the date of the application for consent: (A) there is in the reasonable opinion of the Landlord a substantial breach of any of the Tenant's covenants in this Lease; (B) the proposed assignee is not an acceptable assignee and for the purposes of this paragraph an acceptable assignee shall be a person who in the reasonable opinion of the Landlord will be a respectable and responsible tenant is of sound financial standing and is demonstrably capable of performing the Tenant's covenants in this Lease throughout the residue of the Term; (ii) if any of the following conditions are not satisfied: (A) on or before completion of any assignment the Tenant and any guarantor of the Tenant shall have entered into an authorised guarantee agreement in the form set out in schedule 5; (B) on or before completion of the assignment to it if the Landlord shall reasonably so require the assignee shall have deposited with the Landlord an amount (not exceeding six months' yearly rent payable at the date of the assignment) as security for the performance of the Tenant's covenants in this Lease; (C) on or before completion of the assignment if the Landlord shall reasonably so require the assignee shall have procured a guarantor or guarantors reasonably acceptable to the Landlord who shall execute and deliver to the Landlord a deed containing direct covenants by such guarantor (or if more than one such guarantor joint and several covenants) with the Landlord in the terms contained in schedule 4. (c) Not to underlet the whole of the Premises except: (i) in accordance with the provisions of sub-clause 5.23(e); and (ii) after having obtained the previous written consent of the Landlord such consent not to be unreasonably withheld or delayed in the case of an underlease of the whole of the Premises which complies with sub-clause 5.23(c)(i). (d) Not to underlet any part of the Premises other than an underlease of a Permitted Part and provided always that: (i) each underlease of a Permitted Part shall be in accordance with the provisions of sub-clause 5.23(e) and shall in addition contain appropriate provisions for the full recovery by the underlessor from the undertenant of a fair and reasonable proportion of the underlessor's expenditure on services and insurance; and (ii) any such underletting shall not be granted without the previous written consent of the Landlord such consent not to be unreasonably withheld or delayed in the case of an underlease of a Permitted Part which complies with sub-clause 5.23(d)(i). (e) Notwithstanding the provisions of sub-clauses 5.23(c) and (d) not to grant an underlease of the whole of the Premises or a Permitted Part unless: (i) the underlease contains a declaration by the parties thereto that the provisions of sections 24 to 28 (inclusive) of the Landlord and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ (as amended) shall be excluded in relation to the underlease as authorised by a valid Court Order made pursuant to section 38(4) of the Landlord and ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇ (as amended) which shall be obtained produced to and approved by the Landlord before the underlease is granted; (ii) the underletting shall be at a rent which is not less than the full rack rental value of the premises to be underlet without a fine or premium and payable in advance on the usual quarter days and only one quarter in advance; (iii) the underlease imposes upon the underlessee covenants conditions and provisions: (A) for upward only reviews of rent on the same dates and on the same terms as the Review Dates and terms specified by this Lease and occurring at least as frequently as under this Lease; (B) for re-entry by the underlessor on breach of any covenant by the underlessee; (C) no less onerous than those imposed upon the Tenant by or pursuant to this Lease (except the covenant to pay the rent reserved by this Lease and in the case of an underlease of a Permitted Part except insofar as inappropriate to an underlease of that Permitted Part); (D) prohibiting the relevant underlessee from doing or allowing any act or thing on or in relation to the premises to be underlet inconsistent with or in breach of the covenants and conditions imposed upon the Tenant by or pursuant to this Lease; and (E) prohibiting any assignment underletting or other parting with or sharing of possession or occupation of the whole or part of the premises to be underlet other than (subject to the prior written consent of the Landlord and the underlessor such consent not to be unreasonably withheld or delayed. 9.3 Not to assign ) an assignment of the whole of this lease except to a person who has first applied to become a member of the Management Company on the completion of the assignment and executed a deed expressed premises to be made in favour of underlet; (iv) the undertenant has covenanted with the Landlord and the Management Company by which that person Head Landlord (in such form as the Landlord may reasonably require) in relation to the premises to be underlet to observe and perform the covenants and obligations on the part of the Tenant under this Lease (except the covenant to pay the yearly rent payable under this Lease) and the covenants and obligations on the part of the undertenant to be contained in the terms proposed underlease throughout the Term of the Draft Deed of Covenant set out in Schedule 9. 9.4 Not to underlet the whole of the Property unless: (a) the underlease is on an assured shorthold tenancy agreement for a fixed term not exceeding one year or any other tenancy agreement whereby the tenant does not obtain security of tenure on expiry or earlier termination of the termunderlease; (bv) the Tenant, in Landlord has approved the case of an underletting for a fixed term exceeding one year, first obtains the written consent form of the Landlord proposed underlease (such approval not to be unreasonably withheld or delayeddelayed where such underlease complies with the provisions of this sub-clause 5.23); (c) the underlease contains covenants substantially the same as those contained in the Regulations; and (dvi) if the Landlord shall reasonably require it on or before the grant of the underlease provides one or more guarantors reasonably acceptable to the Landlord shall covenant by way of indemnity and guarantee (if more than one jointly and severally) with the Tenant the Landlord and the Head Landlord in such terms as the Landlord may reasonably require. (f) In relation to any underlease whether of the whole of the Premises or a Permitted Part: (i) neither to vary or waive the terms of any underlease without the Landlord's previous consent nor to reduce waive commute set off or otherwise vary whether directly or indirectly the rents reserved by any underlease except in accordance with the rent review provisions thereof; (ii) if any undertenant breaches any of the covenants conditions agreements and provisions contained or referred to in the underlease forthwith upon discovering the same to take all necessary steps and proceedings to remedy such breach at the Tenant's own expense; (iii) upon the termination of any underlease (howsoever occurring) not to accept any rent from any undertenant or permit it to hold over or acknowledge any tenancy but forthwith to take all requisite steps at the Tenant's expense to secure possession of the underlet premises; (iv) not to agree the rent payable under the underlease upon a review of that rent without the Landlord's prior written consent (such consent not to be unreasonably withheld) and if the rent review is determined by a surveyor pursuant to the review provisions of the underlease to procure that the undertenant must not do Landlord's reasonable representations as to the rent payable are made to such surveyor. (g) Notwithstanding anything that would or might cause contained in this Lease the Tenant to be in breach may without the consent of the Landlord share possession or occupation of the whole or any part of the Premises with any subsidiary for the time being of the Tenant Covenantsor any holding company of the Tenant or a subsidiary of a holding company of the Tenant (as the expressions "subsidiary" and "holding company" are defined in section 736 of the Companies Act 1985) but only for so long as such relationship exists and provided that no legal estate or tenancy shall be created and the Landlord is provided with full details of the nature and extent of any such sharing or occupation. 9.5 (h) Within one month 21 days of: (i) the death during the Term of any assignment, underletting person who has or shall have guaranteed to the Landlord the payment to the Landlord of the rents and the observance and performance of the covenants on the part of the Tenant herein contained; or (ii) a person or body (as the case may be) who has guaranteed to the Landlord as mentioned in sub-clause (i) being adjudged a bankrupt or (being a company) going into liquidation (other than a voluntary liquidation for more than one year, charge, parting with the purposes of amalgamation or reconstruction of a solvent company in respect of which the Landlord's consent has first been obtained such consent not to be unreasonably withheld) or a receiver administrator administrative receiver or other encumbrancer taking possession of or being appointed in respect of the whole or any part of such person's or body's assets or such person or body making any arrangement with creditors for the liquidation of his or its debts by composition or otherwise or any voluntary arrangement as defined in the Insolvency ▇▇▇ ▇▇▇▇ or ceasing or threatening to cease to carry on his or its business as a whole or becoming unable to pay its debts within the meaning of section 123 of the Insolvency ▇▇▇ ▇▇▇▇, then to give notice thereof to the Landlord and if reasonably so required by the Landlord at the expense of the Tenant within a further twenty-one days to procure some other person reasonably acceptable to the Landlord to execute a guarantee in respect of the payment of the rents and the observance and performance of the covenants in such form as the Landlord may reasonably require. (i) Upon every assignment charge mortgage underlease sub-lease assignment of an underlease or other devolution of title to this lease the Premises or the Property Term to serve notice on give to the Landlord within one month thereafter notice in writing thereof specifying in such notice the name of the assignee or (if required by person in whom the Landlord) Premises or any part thereof may have become vested and also to produce to the Landlord's solicitors and the Management Company or the Management Company's solicitors, giving details and to: (a) provide Landlord a certified copy of the transfer assignment charge mortgage underlease probate letters of administration or other instrument of devolution of title; and (b) pay the reasonable registration fees evidence of the Landlord devolution and Management Company to pay or cause to be paid to the Landlord's solicitors their respective solicitors, which shall be no less than £50 (Fifty Pounds) plus VAT in respect then current reasonable fees and disbursements for registration of each document producedsuch instrument together with the amount of any additional registration fee payable to the order of any superior landlords.