Assignment, Subletting and Encumbrances. 9.1. Sublessee shall not sublease or mortgage, pledge or otherwise encumber all or any part of the Demised Premises, assign or mortgage this Sublease (by operation of law or otherwise) or permit the Demised Premises to be used or occupied by anyone other than Sublessee, Sublessee's divisions and other Affiliates and Sublessee's licensees, invitees, customers and vendors without the prior written consent of Sublessor and Landlord in each instance, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Sublessee upon at least 30 days prior written notice to Sublessor and upon Sublessee's obtaining any required consent of Landlord under the Master Lease, may assign this Sublease or sublet all or part of the Demised Premises to (a) an Affiliate of Sublessee, (b) an entity into which Sublessee is merged or consolidated or (c) an entity which acquires all or substantially all of any division of the business or operations of Sublessee. Sublessor hereby consents to that certain Sub-sublease dated as of even date herewith between Sublessee and RCTR, Inc. Any consent by Sublessor and/or Landlord as hereinabove required shall not excuse Sublessee from its obligation to obtain the express written consent of Sublessor and/or Landlord to any further action or matter with respect to which the consent of Sublessor and Landlord is hereinabove required. The term "Affiliate", as used in this Section 9.1, shall have the same meaning as is set forth in the Asset Purchase Agreement. Sublessee expressly acknowledges and agrees that Sublessor's refusal to consent to an assignment or sublease to a competitor of Sublessor shall be deemed a reasonable withholding of consent. * CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 UNDER THE SECURITIES ACT OF 1933, AS AMENDED.
Assignment, Subletting and Encumbrances. A. Except as otherwise permitted by Article Seventeen of the Prime Lease, without the prior written consent of Sublandlord (not to be unreasonably withheld, conditioned or delayed) and Prime Landlord, Subtenant shall not (i) assign this Sublease (by operation of law or otherwise), (ii) sublease all or any part of the Premises, (iii) mortgage, pledge, hypothecate or otherwise encumber its interest in this Sublease or the Premises or any interest therein, or (iv) grant any concession, license or otherwise permit the Premises to be used or occupied by anyone other than Subtenant. Any assignment, sublease, mortgage, pledge, hypothecation or other encumbrance of or under this Sublease without such prior written consent shall be invalid and without force and effect.
Assignment, Subletting and Encumbrances. 9.1. Lessee shall not sublease or mortgage, pledge or otherwise encumber all or any part of the Demised Premises, assign or mortgage this Lease (by operation of law or otherwise) or permit the Demised Premises to be used or occupied by anyone other than Lessee, Lessee's divisions and other Affiliates and Lessee's licensees, invitees, customers and vendors, without the prior written consent of Lessor in each instance, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Lessee, upon at least 30 days' prior written notice to Lessor, may assign this Lease or sublet all or part of the Demised Premises to (A) an Affiliate of Lessee, (B) an entity into which Lessee is merged or consolidated, and (C) an entity which acquires all or substantially all of the business or operations of Lessee. Any consent by Lessor as hereinabove required shall not excuse Lessee from its obligation to obtain the express written consent of Lessor to any further action or matter with respect to which the consent of Lessor is hereinabove required and Lessee shall not be released from any of its obligations hereunder. The term "Affiliate", as used in this Section 9.1, shall have the same meaning as is set forth in the Asset Purchase Agreement.
Assignment, Subletting and Encumbrances. A. Without the prior written consent of Sublandlord, which consent shall not be unreasonably withheld, provided that the consent of the Prime Landlord shall have first been obtained (if required pursuant to the Prime Lease), and, to the extent required under the Prime Lease, of Prime Landlord, Subtenant shall not (i) assign this Sublease (by operation of law or otherwise), (ii) sub-sublease all or any part of the Sublease Premises, (iii) mortgage, pledge, hypothecate or otherwise encumber its interest in this Sublease or the Sublease Premises or any interest therein, or (iv) grant any concession, license or otherwise permit the Sublease Premises to be used or occupied by anyone other than Subtenant. Any such assignment, sublease, mortgage, pledge, hypothecation or other encumbrance of or under this Sublease without such prior written consent shall be invalid and without force and effect.
Assignment, Subletting and Encumbrances. 10 15 OPERATION OF TENANT'S BUSINESS ....................................................... 12 16
Assignment, Subletting and Encumbrances. 9 10. DEFAULT............................................................... 10 11. INDEMNIFICATION....................................................... 10 12.
Assignment, Subletting and Encumbrances. 13.1 Without the prior written consent of Sublandlord (which consent shall not be unreasonably withheld or delayed) and the prior written consent of Prime Landlord, Subtenant shall not (i) assign this Sublease (by operation of law or otherwise), (ii) sublease all or any part of the Premises, (iii) mortgage, pledge, hypothecate or otherwise encumber its interest in this Sublease or the Premises or any interest therein, or (iv) grant any concession, license or otherwise permit the Premises to be used or occupied by anyone other than Subtenant. Any assignment, sublease, concession, license, occupancy, use, mortgage, pledge, hypothecation or other encumbrance of or under this Sublease without such prior written consent shall be invalid and without force and effect.
Assignment, Subletting and Encumbrances. 11.01 Third Tier Sublessee shall not, either voluntarily or by operation of law, assign, sell, encumber, pledge or otherwise transfer all or any part of Third Tier Sublessee's leasehold estate hereunder, or permit the Premises to be occupied by anyone other than Third Tier Sublessee or Third Tier Sublessee's employees, or sublet the Premises or any portion thereof, without Third Tier Sublessor's, Sub-sublessor's, Prime Sublessor's and Groundlessor's prior written consent in each instance. If Third Tier Sublessee is a corporation or is an unincorporated association or partnership, the transfer, issuance, assignment or hypothecation of any stock or interest in such corporation, association or partnership in the aggregate in excess of twenty- five percent (25%) shall be deemed an assignment within the meaning and provisions of this Article. Any consent by Third Tier Sublessor, Sub- sublessor, Prime Sublessor and Groundlessor as hereinabove required shall not excuse Third Tier Sublessee from its obligation to obtain the express written consent of Third Tier Sublessor, Sub-sublessor, Prime Sublessor and Groundlessor to any further action or matter with respect to which the consent of Third Tier Sublessor, Sub-sublessor, Prime Sublessor and Groundlessor is hereinabove required. If Third Tier Sublessor, Sub-sublessor, Prime Sublessor and Groundlessor consent to an assignment of this Third Tier Sublease or a subletting of the Premises, no such assignment or subletting shall be, or be deemed to be, effective until the following conditions have been met:
Assignment, Subletting and Encumbrances. 10.1 Except as otherwise provided herein, Sublessee, shall not sublease, mortgage, pledge or otherwise encumber all or any part of the Premises, assign this Sublease (by operation of law or otherwise) or permit the Premises to be used or occupied by anyone other than Sublessee, without the prior written approval of Sublessor and Landlord in each instance, which approval from Landlord, as to a request for an assignment of this Sublease or a subletting by Sublessee of the Premises, shall be granted or withheld in accordance with the applicable requirements under the Master Lease, and from Sublessor shall not be unreasonably withheld or delayed. If Sublessor consents to an assignment of this Sublease or a subletting of the Premises, no such assignment or subletting shall be or be deemed to be effective until the following conditions have been met:
Assignment, Subletting and Encumbrances. Sublessee shall not sublease, assign, mortgage, pledge or otherwise encumber all or any part of the Premises or this Agreement (by operation of law or otherwise) without the prior written approval of Landlord and Sublessor in accordance with the terms of the Master Lease; provided, Sublessee may assign this Agreement or sublease the Premises in connection with a Permitted Transfer (as defined in the Master Lease) without the consent of Landlord or Sublessor but upon the satisfaction of the terms and conditions set forth in Section 39(h) of the Master Lease. In addition, any sublease or assignment shall be subject to the terms of the Master Lease. Subject to the foregoing and except to the extent permitted by the terms of the Master Lease, Sublessee shall not permit the Premises to be used or occupied by anyone other than Sublessee without the prior written approval of Sublessor.
