Common use of Assumption by Transferee Clause in Contracts

Assumption by Transferee. Each assignee, other than Landlord, shall assume all obligations of Tenant arising after the date of the transfer under this Lease, as provided in this Paragraph 11(i), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant's part to be performed for the Term. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such termination. Any Sublease shall be subject and subordinate to this Lease. Each Assignment and Sublease shall provide that the assignee or subtenant shall not take any action which would cause Tenant to be in default of its obligations under this Lease. If this Lease is assigned, Landlord may collect rent directly from the assignee. If all or part of the Premises is subleased and Tenant defaults, Landlord may collect Rent directly from each sublessee, and if it does so, Landlord shall then apply the amount collected from each sublessee to Tenant's monetary obligations under this Lease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord a counterpart of the Assignment and an instrument that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph 11(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth above.

Appears in 1 contract

Samples: Lease Agreement (Vivus Inc)

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Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, shall assume all obligations of Tenant under this Lease arising after the date of the transfer under this Leasetransfer, as provided in this Paragraph Subparagraph 11(i), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant's ’s part to be performed for the Term; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable to Landlord for rent only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such termination. Any Sublease shall be subject and subordinate to this Lease. Each Assignment and Sublease shall provide that the assignee or subtenant shall not take any action which would cause Tenant to be in default of its obligations under this Lease. If this Lease is assigned, Landlord may collect rent directly from the assignee. If all or part of the Premises is subleased and Tenant defaults, Landlord may collect Rent directly from each sublessee, and if it does so, Landlord shall then apply the amount collected from each sublessee to Tenant's monetary obligations under this Lease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord a counterpart of the Assignment and an instrument that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph Subparagraph 11(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth above.

Appears in 1 contract

Samples: Lease Agreement (Mercury Interactive Corporation)

Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, shall assume all obligations of Tenant arising after the date of the transfer under this Lease, as provided in this Paragraph 11(i), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant's part to be performed for the Term; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable to Landlord for rent only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such termination. Any Sublease shall be subject and subordinate to this Lease. Each Assignment and Sublease shall provide that the assignee or subtenant shall not take any action which would cause Tenant to be in default of its obligations under this Lease. If this Lease is assigned, Landlord may collect rent directly from the assignee. If all or part of the Premises is subleased and Tenant defaults, Landlord may collect Rent directly from each sublessee, and if it does so, Landlord shall then apply the amount collected from each sublessee to Tenant's monetary obligations under this Lease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord a counterpart of the Assignment and an instrument that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph 11(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth above.

Appears in 1 contract

Samples: Lease Agreement (Caliper Technologies Corp)

Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, shall assume all obligations of Tenant under this Lease arising after the date of the transfer under this Leasetransfer, as provided in this Paragraph 11(iSubparagraph 11(1), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant's ’s part to be performed for the Term; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable to Landlord for rent-only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such termination. Any Sublease shall be subject and subordinate to this Lease. Each Assignment and Sublease shall provide that the assignee or subtenant shall not take any action which would cause Tenant to be in default of its obligations under this Lease. If this Lease is assigned, Landlord may collect rent directly from the assignee. If all or part of the Premises is subleased and Tenant defaults, Landlord may collect Rent directly from each sublessee, and if it does so, Landlord shall then apply the amount collected from each sublessee to Tenant's monetary obligations under this Lease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord a counterpart of the Assignment and an instrument that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph Subparagraph 11(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth above.

Appears in 1 contract

Samples: Lease Agreement (Reliant Technologies Inc)

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Assumption by Transferee. Each assignee, sublessee or other transferee, other than Landlord, shall assume all obligations of Tenant under this Lease arising after the date of the transfer under this Leasetransfer, as provided in this Paragraph Subparagraph 11(i), and shall be and remain liable jointly and severally with Tenant for the payment of Base Rent and Additional Charges, and for the performance of all the terms, covenants, conditions and agreements herein contained on Tenant's part to be performed for the Term; provided, however, that the assignee, sublessee, mortgagee, pledgee or other transferee shall be liable to Landlord for rent only in the amount set forth in the Assignment or Sublease and shall only be required to perform those obligations under the Lease to the extent that they relate to the portion of the Premises subleased or interest in the Lease assigned. Any Sublease or Assignment shall expressly provide that if this Lease terminates, the subtenant or assignee will attorn to and become the tenant of the Landlord at the option of Landlord if Landlord elects to recognize such assignment or sublease upon such termination. Any Sublease shall be subject and subordinate to this Lease. Each Assignment and Sublease shall provide that the assignee or subtenant shall not take any action which would cause Tenant to be in default of its obligations under this Lease. If this Lease is assigned, Landlord may collect rent directly from the assignee. If all or part of the Premises is subleased and Tenant defaults, Landlord may collect Rent directly from each sublessee, and if it does so, Landlord shall then apply the amount collected from each sublessee to Tenant's monetary obligations under this Lease. No Assignment shall be binding on Landlord unless the assignee or Tenant delivers to Landlord a counterpart of the Assignment and an instrument that contains a covenant of assumption by the assignee satisfactory in substance and form to Landlord, consistent with the requirements of this Paragraph Subparagraph 11(i), but the failure or refusal of the assignee to execute such instrument of assumption shall not release or discharge the assignee from its liability as set forth above.

Appears in 1 contract

Samples: Lease Agreement (Netscape Communications Corp)

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