Assignment Subletting and Encumbrance Sample Clauses
The "Assignment, Subletting and Encumbrance" clause governs whether and how a party to a contract—typically a tenant in a lease—can transfer their rights or obligations to another party, or place a legal claim (encumbrance) on their interest. This clause often sets conditions such as requiring the landlord’s written consent before a tenant can assign the lease to someone else, sublet the premises, or use the lease as collateral for a loan. Its core function is to give the original contracting party, usually the landlord, control over who occupies or has an interest in the property, thereby protecting their interests and ensuring the suitability of any new party involved.
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Assignment Subletting and Encumbrance. Except as expressly permitted in the Master Lease, Subtenant shall not voluntarily or involuntarily, by operation of law or otherwise, assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Premises without obtaining the prior written consent of Sublandlord and Master Landlord with respect thereto. Provided Master Landlord’s consent is obtained, Sublandlord shall not unreasonably withhold its consent to any proposed sublease; provided, further, however that Sublandlord may require as a condition of granting any such consent that
(i) the nature of the sublessee’s proposed use of the Premises and the sublessee’s reputation shall be reasonably satisfactory to Sublandlord and (ii) Subtenant reaffirms, in form satisfactory to Sublandlord, its continuing liability under the Sublease. Any assignment, subletting, mortgage or other encumbrance attempted by Subtenant to which Sublandlord and/or Master Landlord has not consented in writing pursuant to the provisions hereof (where such consent was required) shall be null and void and of no effect.
Assignment Subletting and Encumbrance. Tenant may assign or otherwise transfer any interest herein, or sublease or license the use of all or any portion of the Leased Property, only with the written consent of Landlord. Landlord reserves the right of inspection of the books and records of all sublessees, licensees and assigns of the Tenant. Landlord may transfer or assign its interest of the Lease, subject to first receiving necessary prior approval of such transactions by the appropriate governmental authorities, including the Mississippi Gaming Commission. Any transfer, assignment, or sublease of the Tenant shall not relieve Tenant from any liabilities accruing for payment of all rents herein provided and from any obligation thereafter accruing to keep and be bound by all terms, covenants and conditions of the Lease, unless Landlord consents to allowing transferee, assignee or sublessee to assume these obligations, which consent shall not be unreasonably withheld or delayed. Tenant is aware that Landlord intends to form a business corporation to which some or all of the real property described in Exhibits "A", "B" and "C" shall be conveyed. The owners, officers and directors of the aforesaid corporations will consist of Landlord and their immediate family members.
Assignment Subletting and Encumbrance
Assignment Subletting and Encumbrance. Subtenant shall not voluntarily or involuntarily, by operation of law or otherwise, assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Premises without obtaining the prior written consent of Sublandlord and Master Landlord with respect thereto, but only to the extent such consent shall be required pursuant to Section 11 of the Original Lease. Provided Master Landlord’s consent is obtained, Sublandlord shall not unreasonably withhold its consent to any proposed sublease; provided, further, however that Sublandlord may require as a condition of granting any such consent that (i) the proposed sublessee demonstrate that its financial resources are sufficient to service its proposed obligations under such sublease, (ii) the nature of the sublessee’s proposed use of the Premises and the sublessee’s reputation shall be reasonably satisfactory to Sublandlord and (iii) Subtenant reaffirms, in form satisfactory to Sublandlord, its continuing liability under the Sublease, including that the Letter of Credit remain in place in favor of Sublandlord throughout the term of this Sublease. Except as provided above, Sublandlord may withhold in its sole and absolute discretion its consent to any assignment, mortgage, encumbrance or other transfer of this Sublease. Any assignment, subletting, mortgage or other encumbrance attempted by Subtenant to which Sublandlord and/or Master Landlord has not consented in writing pursuant to the provisions hereof shall be null and void and of no effect.
Assignment Subletting and Encumbrance. Tenant shall not assign its interest in this Lease nor sublet the Premises, or any part thereof (each, a "TRANSFER") without the prior written consent of Landlord, which shall not be unreasonably withheld. Notwithstanding the foregoing, none of the following events shall constitute a Transfer or require the prior written consent of Landlord: (a) a change in the control of day-to-day management of Tenant, (b) any sale or transfer of the stock or ownership interests in Tenant, (c) any sublease, assignment or other transfer of the interest in Tenant in and to this Lease to any entity controlling, controlled by or under common control with Tenant, or (d) any access onto the Premises by Tenant's customers or business invitees.
Assignment Subletting and Encumbrance. Sublessee shall not -------------------------------------- voluntarily or involuntarily assign, sublet, mortgage or otherwise encumber all or any portion of its interest in this Sublease or in the Premises, without obtaining the prior written consent of Sublessor thereto, which Sublessor may grant or withhold in Sublessor's reasonable discretion. Any assignment, subletting, mortgage or other encumbrance attempted by Sublessee to which Sublessor has not consented in writing shall be null and void and of no effect.
Assignment Subletting and Encumbrance. Landlord shall have the right to transfer or assign, in whole or in part, by operation of law or otherwise, its rights and obligations hereunder. Without the express prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed, Tenant shall not assign or transfer this Lease, or any interest herein or any right or privilege appurtenant hereto, or sublease all or any portion of the Premises except only to any entity controlling, controlled by or under common control with Tenant. Notwithstanding the foregoing, Tenant shall have the absolute right without the consent of Landlord to transfer Tenant's interest in this Lease in connection with the sale or other disposition of all or substantially all of Tenant's assets or business operations, or in connection with any merger, acquisition or consolidation with any other entity. In addition, the sale of all or any portion of the stock of Tenant shall not be deemed a transfer of Tenant's interest in this lease. Tenant shall not mortgage, pledge, hypothecate or encumber its interest in this Lease or the Premises. Tenant shall not be relieved of any of its obligations hereunder by reason of any assignment of this Lease or any sublease of all or part of the Premises.
Assignment Subletting and Encumbrance. 10.1 Prohibitions in General. Tenant shall not (whether voluntarily, involuntarily, or by operation of law) (i) assign, transfer, hypothecate, pledge or encumber Tenant's interest in this Lease or in the Leased Premises, (ii) allow all or any part of the Leased Premises to be sublet, occupied, or used by any person other than Tenant, (iii) transfer any right appurtenant to this Lease or the Leased Premises, (iv) mortgage or encumber the Lease (or otherwise use the Lease as a security device) in any manner, or (v) permit any person to assume or succeed to any interest whatsoever in this Lease without Landlord's prior written consent in each instance, which consent may not be unreasonably withheld. Landlord's consent to any such assignment, sublease, hypothecation, encumbrance, or transfer (collectively "Transfer") shall be evidenced by Landlord's signature on the Assumption Agreement provided for below. Unless otherwise permitted under this Article 10, any Transfer without Landlord's consent shall, at the election of Landlord, constitute an event of default by Tenant under this Lease and shall be voidable at Landlord's option. Landlord's consent to any one such Transfer shall not constitute a waiver of the provisions of this section with respect to any subsequent Transfer or a consent to any subsequent Transfer. Landlord's consent to any one Transfer shall not release Tenant from Tenant's obligations under this Lease. The provisions of this section expressly apply to all heirs, successors, subtenants, assigns and transferees of Tenant. All Transfers and proposed Transfers are subject to the provisions of this section.
10.2 Consent Not Unreasonably Withheld to Assignment or Subleasing. Notwithstanding the foregoing, it shall be reasonable for Landlord to withhold its consent to any proposed assignment or sublease of this Lease, any right or interest in this Lease, or any right or interest in the Leased Premises or any improvements that may now or hereafter be constructed or installed in the Leased Premises, on any of the following grounds:
10.2.1 The inability of the Tenant's proposed assignee, subtenant, encumbrancer, hypothecator, or transferee (collectively referred to as the "Transferee") to fulfill the terms of the Lease;
10.2.2 The financial unsuitability of the Transferee. A Transferee may be presumed to be financially unsuitable if, either: (a) at the time of the proposed transfer, either (i) the net worth of the Transferee shall be less than fifty m...