Assignments by Lessor. The Lessor may assign this Lease or any Lease Supplement, together with the related Sites, or all or part of its beneficial interest in the Trust or any trust certificate for security. Such assignment will not release the Lessor from its obligations hereunder or be construed to be an assumption by the assignee of such obligations. Upon request by such assignee, the Lessee will make all payments of Basic Rent and Supplemental Rent payable to Lessor (or specified portions thereof) directly to such assignee; and the Lessee's obligations hereunder shall not be subject to any abatement whatsoever, and shall not be subject to any defense, set off, counterclaim or recoupment whatsoever whether by failure of or defect in the Lessor's title, or any interruption from whatsoever cause in the use, operation or possession of any of the Sites or any part thereof, or any damage to or loss or destruction of the Sites or any part thereof or by reason of any indebtedness or liability, howsoever and wherever arising, of the Lessor to the Lessee or to any other Person or Governmental Authority or for any cause whatsoever, it being the intent hereof that the Lessee shall be unconditionally and absolutely obligated to pay to the assignee all of the Rents hereunder which are the subject matter of the assignment (unless the obligation to pay the same shall be terminated pursuant to the express provisions of this Lease). The Lessee will not, after obtaining knowledge of any such assignment, consent to any modification of this Lease or the relevant Lease Supplement without the consent of such assignee.
Assignments by Lessor. The Lessor may, with the prior written consent of the Lessee and the Administrative Agent (which consents shall not be unreasonably withheld; provided, however, that the consent of the Lessee shall not be required if any CAA Default or Lease Default shall have occurred and be continuing) assign all of its rights and obligations hereunder to any other Person pursuant to an assignment agreement in form and substance reasonably satisfactory to the Lessee and the Administrative Agent (provided, that Lessee's approval shall not be required if a CAA Default or Lease Default shall have occurred and be continuing), which assignment agreement shall, in the case of any assignment of less than all outstanding Lessor Amounts, include such agency provisions as the original Lessor may deem necessary or appropriate. The Lessor shall make such filings and give such notices as shall be necessary to evidence such assignment in all public offices where filings have been made under the Operative Documents, and the Lessee and the Administrative Agent shall cooperate with the Lessor in effecting such filings and notices. In connection with any assignment pursuant to this Section 12.1(b), the Lessee and the Administrative Agent will, promptly upon the request of the Lessor, execute and deliver an acknowledgment of such assignment and the succession of the transferee to all rights and obligations of the transferor Lessor under the Operative Documents in such form as the transferee may reasonably request in connection with an assignment pursuant to this Section 12.1(b).
Assignments by Lessor. (a) Except as provided below, the Lessor may not assign its obligations to perform under this Lease in whole or in part without (i) the prior written consent of the Lessee and the Trustee and (ii) first obtaining an opinion of nationally recognized bond counsel to the effect that such assignment will not affect the exclusion of the interest component of the Distributions from the gross income of the recipients thereof for federal income tax purposes. The Lessor intends to assign all of its duties and obligations hereunder with respect to the construction of the Facilities to the Lessee, as agent, pursuant to the Agency Agreement. The Trustee and the Lessee hereby consent to such assignment by the Lessor pursuant to the Agency Agreement.
Assignments by Lessor. Except as may otherwise be provided by this Lease, the Lessor may not assign or otherwise alienate its rights or the rights of the Lessee under this Lease without the express written consent of the Lessee.
Assignments by Lessor. (a) Lessor may assign all of its right, title and interest in this Lease and/or the rents and other sums at any time due and to become due, or at any time owing or payable, by Lessee to Lessor under any of the provisions of the Lease to the Security Trustees. Upon any such assignment, Lessor shall give written notice thereof to Lessee and thereafter all rents and other sums payable by Lessee hereunder shall be paid as the Security Trustees direct.
Assignments by Lessor. So long as such assignment will not result in the transactions contemplated hereby being treated as a capital lease under GAAP or require consolidation onto Lessee’s balance sheet, the Lessor may sell, assign or transfer all or part of its rights and obligations hereunder without the consent of the Lessee and any such sale, assignment or transfer shall be made only to (A) any Affiliate of any Lender, (B) a financial institution, insurance company or other institutional investor with a net worth or, in the case of a bank or lending institution, combined capital surplus, on a consolidated basis at the time of the assignment of at least $15,000,000 determined in accordance with GAAP, (C) a trust established by any entity described in subparts (A) or (B) hereof, or (D) if Lessee so requests, and no Lease Event of Default has occurred and is continuing, Lessee (but not less than all of Lessor’s rights Participation Agreement and obligations shall be sold, assigned or transferred to Lessee, if so requested); provided, however, that any consent of the Lessee otherwise required under this clause (b) shall not be required if any Lease Event of Default shall have occurred and be continuing.
Assignments by Lessor. (a) Lessor may at any time and from time to time assign all or any part of its rights, title and interest under this Lease, including without limitation, the Rent and other sums at any time payable to Lessor under any of the provisions of this Lease.
