Common use of Request for Transfer Clause in Contracts

Request for Transfer. Lessee shall give Lessor at least thirty (30) days prior written notice of any desired Transfer and of the proposed terms of such Transfer, including but not limited to: the name and legal composition of the proposed Transferee; a financial statement of the proposed Transferee certified as true and correct by its chief financial officer (or a person holding a similar position) or a CPA firm and prepared in accordance with generally accepted accounting principles within one year prior to the proposed effective date of the Transfer; the nature of the proposed Transferee’s business to be carried on in the Premises; the payment to be made or other consideration to be given on account of the Transfer; and other such pertinent information as may be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld), all in sufficient detail to enable Lessor to evaluate the proposed Transfer and the prospective Transferee. Lessee’s notice shall not be deemed to have been served or given until such time as Lessee has provided Lessor with all information specified above and all additional information requested by Lessor pursuant to this Article 13d. Lessee shall immediately notify Lessor of any modification to the proposed terms of such Transfer. Provided the following recapture right shall not apply to Permitted Transfers, notwithstanding any other provision to the contrary in this Lease, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor shall have the right and option, by written notice to Lessee (a “Recapture Notice”) given on or before the date which is thirty (30) days after Lessor’s receipt of such notice, to recapture the Premises, in which case this Lease shall terminate on the date which is thirty (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination of this Lease, the parties shall be relieved of all further obligations under this Lease, except for any liability theretofore accrued and those obligations which survive the termination of this Lease pursuant to any provision hereof.

Request for Transfer. Lessee Tenant shall give Lessor Port at least thirty forty-five (3045) days prior written notice of any desired Transfer (herein "Notice of Request to Transfer") and shall provide Port with the following information in writing: (a) the name, address, legal composition and ownership of the proposed terms of such Transfertransferee, including but not limited to: (b) the name current balance sheet and legal composition of profit and loss statements (herein "financial statements") for the proposed Transferee; a transferee and for any other entity or person who is to be liable for Tenant's obligations under this Lease, such financial statement of the proposed Transferee statements to be certified as in writing to be true and correct by its chief financial officer (or a person holding a similar position) or a CPA firm and to be prepared in accordance with generally accepted accounting principles within one year and to cover a period of three years prior to the proposed effective date of the Transfer; Transfer (or for such shorter period as the nature proposed transferee or other person may have been in existence), (c) a full description of the terms and conditions of the proposed Transferee’s business Transfer, including copies of any and all proposed sublease or assignment agreements or other documents and instruments concerning the proposed Transfer, (d) a description of the proposed use of the Premises by the proposed transferee, including any required or desired Alterations or Improvements to the Premises that may be carried on undertaken by such transferee in the Premises; the payment order to facilitate its proposed use, (e) complete information regarding all payments to be made or other consideration to be given on account of in connection with the Transfer; (f) a list of personal, business and credit references of the proposed transferee, (g) a current financial statement of Tenant, (h) a Pre-screening and Leasing Application, or other such pertinent information similar document, completed by the proposed transferee and delivered to Port, and (i) any other information, documentation or evidence as may be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld)Port, all in sufficient detail to enable Lessor Port to evaluate the proposed Transfer and the prospective Transfereetransferee. Lessee’s notice Tenant's Notice of Request to Transfer shall not be deemed to have been served or given until such time as Lessee Tenant has provided Lessor Port with all information specified above and all additional information requested by Lessor pursuant to this Article 13dset forth hereinabove. Lessee Tenant shall immediately notify Lessor Port of any modification modifications to the proposed terms of such the Transfer. Provided the following recapture right shall not apply to Permitted Transfers, notwithstanding any other provision to the contrary in this Lease, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor shall have the right and option, by written notice to Lessee (a “Recapture Notice”) given on or before the date which is thirty (30) days after Lessor’s receipt of such notice, to recapture the Premises, in which case this Lease shall terminate on the date which is thirty (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination of this Lease, the parties shall be relieved of all further obligations under this Lease, except for any liability theretofore accrued and those obligations which survive the termination of this Lease pursuant to any provision hereof.

Request for Transfer. Lessee In the event Tenant desires to undertake a Transfer, Tenant shall give Lessor Landlord at least thirty forty-five (3045) days prior written notice of any desired thereof (“Transfer Request”) and shall provide Landlord with the following information in writing: (1) the name, address, legal composition and ownership of the proposed terms of such Transfertransferee, including but not limited to: (2) the name current balance sheet and legal composition of profit and loss statements (herein “financial statements”) for the proposed Transferee; a transferee and for any other entity or person who is to be liable for Tenant’s obligations under this Lease, such financial statement of the proposed Transferee statements to be certified as in writing to be true and correct by its chief financial officer (or a person holding a similar position) or a CPA firm and to be prepared in accordance with generally accepted accounting principles within one year and to cover a period of three years prior to the proposed prosed effective date of the Transfer; Transfer (or for such shorter period as the nature proposed transferee or other person may have been in existence), (3) a full description of the terms and conditions of the proposed Transferee’s business Transfer, including copies of any and all proposed sublease or assignment agreements or other documents and instruments concerning the proposed Transfer, (4) a description of the proposed use of the Premises by the proposed transferee, including any required or desired Alterations to the Premises that may be carried on undertaken by such transferee in the Premises; the payment order to facilitate its proposed use, (5) complete information regarding all payments to be made or other consideration to be given on account of in connection with the Transfer; (6) a list of personal, business and credit references of the proposed transferee, (7) a current financial statement of Tenant, and (8) any other such pertinent information information, documentation or evidence as may be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld)Landlord, all in sufficient detail to enable Lessor Landlord to evaluate the proposed Transfer and the prospective Transfereetransferee. LesseeTenant’s notice Transfer Request shall not be deemed to have been served or given until such time as Lessee Tenant has provided Lessor Landlord with all information specified above and all additional information requested by Lessor pursuant to set forth in this Article 13dSection 12.2. Lessee Tenant shall immediately notify Lessor Landlord of any modification modifications to the proposed terms of such the Transfer. Provided the following recapture right shall not apply to Permitted Transfers, notwithstanding any other provision to the contrary in this Lease, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor shall have the right and option, by written notice to Lessee (a “Recapture Notice”) given on or before the date which is thirty (30) days after Lessor’s receipt of such notice, to recapture the Premises, in which case this Lease shall terminate on the date which is thirty (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination of this Lease, the parties shall be relieved of all further obligations under this Lease, except for any liability theretofore accrued and those obligations which survive the termination of this Lease pursuant to any provision hereof.

Request for Transfer. Lessee Tenant shall give Lessor Landlord at least thirty sixty (3060) days days' or twenty (20) days' notice (in the case of a Parking License) prior written notice of any desired requested Transfer and of the proposed terms of such TransferTransfer ("Transfer Notice"), including but not limited to: (i) the name and legal composition of the proposed assignee, sublessee, encumbrancer or transferee ("Transferee"), or the Parking Licensee; a financial statement of (ii) the proposed Transferee certified as true and correct by its chief Transferee's financial officer statement(s) for the prior three (or a person holding a similar position3) or a CPA firm and years, prepared in accordance with generally accepted accounting principles within one year prior to consistently applied; (iii) the proposed effective date portion of the TransferPremises Tenant proposes to Transfer (including square footage and location or license); (iv) such other information as Landlord may reasonably require; and, (v) the nature of the proposed Transferee’s 's business to be carried on in the Premises; Premises and shall, in addition, pay Landlord One Thousand and No/100 Dollars ($1,000.00) as reimbursement for Landlord's attorneys' fees and administrative costs in reviewing the payment to be made or other consideration to be given on account terms of the proposed Transfer; and other such pertinent information as may . The foregoing terms shall be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld), all in sufficient detail to enable Lessor Landlord to evaluate the proposed Transfer or Parking License and the prospective TransfereeTransferee or Parking Licensee. Lessee’s notice Within thirty (30) days after receipt of the Transfer Notice or ten (10) days (in the case of a Parking License), Landlord shall not either approve or disapprove of such Transfer or Parking License; provided, however, that Landlord shall be deemed to have been served disapproved the Transfer Notice if Landlord has not sent Tenant written notice of Landlord's approval within such thirty (30) day period or given until within such time as Lessee has provided Lessor with all information specified above and all additional information requested by Lessor pursuant to this Article 13dten (10) day period in the case of a Parking License. Lessee Tenant shall immediately notify Lessor Landlord of any modification to the proposed terms of such TransferTransfer or Parking License. Provided Tenant shall also provide to Landlord copies of the following recapture right shall not apply to Permitted Transfers, notwithstanding any other provision fully executed documents pertaining to the contrary in this Lease, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor shall have or Parking License after the right and option, by written notice to Lessee (a “Recapture Notice”) given on Transfer or before the date which is thirty (30) days after Lessor’s receipt of such notice, to recapture the Premises, in which case this Lease shall terminate on the date which is thirty (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination of this Lease, the parties shall be relieved of all further obligations under this Lease, except for any liability theretofore accrued and those obligations which survive the termination of this Lease pursuant to any provision hereofParking License has become effective.

Request for Transfer. Lessee Sublessee shall give Lessor at least thirty Sublessor twenty (3020) days prior written notice of any desired Transfer and of Transfer, which notice shall include the proposed terms following information: (i) the term or duration of such Transfer, including but not limited to: ; (ii) the nature of the Transfer; (iii) the name and legal composition of the proposed Transferee; a (iv) the allocation of responsibilities and obligations between Sublessee and the proposed Transferee; (v) an audited financial statement of the proposed Transferee certified as true and correct by its chief financial officer (or a person holding a similar position) or a CPA firm and prepared in accordance with generally accepted accounting principles (or a statement providing equivalent information and evidencing the truth and completeness of the information contained therein) of the proposed Transferee dated as of a date, and for the period ending on such date, which is within one year fifteen (15) months prior to the proposed effective date of the Transfer; (vi) the nature of the proposed Transferee’s 's business to be carried on in the PremisesPremises (including, without limitation, any proposed use of Hazardous Materials); and (vii) the payment to be made or other consideration to be given on account of the Transfer; and other such pertinent information as may be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld), all in reasonably sufficient detail to enable Lessor Sublessor to evaluate the proposed Transfer and the prospective Transferee. Lessee’s Sublessee's notice shall not be deemed to have been served or given until such time as Lessee Sublessee has provided Lessor Sublessor with all information specified above and all additional information requested by Lessor pursuant to this Article 13dabove, but Sublessor shall promptly notify Sublessee of any missing or incomplete information. Lessee Sublessee shall immediately notify Lessor Sublessor of any modification to the proposed terms of such Transferforegoing items. Provided the following recapture right shall not apply Sublessor's consent to Permitted Transfers, notwithstanding any other provision to the contrary in this Lease, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor for which consent is required or requested hereunder shall have the right and option, by written notice to Lessee (a “Recapture Notice”) given on or before the date which is thirty (30) days after Lessor’s receipt of such notice, to recapture the Premises, in which case this Lease shall terminate be based on the date which is thirty financial ability of the Transferee to perform its obligations under the proposed Transfer (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination including, but not limited to, the obligations set forth in Paragraph 28 of this Lease, Sublease) and whether the parties shall be relieved of all further obligations under Transferee's proposed use is permitted by the Master Lease and this Lease, except for any liability theretofore accrued and those obligations which survive the termination of this Lease pursuant to any provision hereofSublease.

Request for Transfer. Lessee If Tenant desires to Transfer this Lease in whole or in part, Tenant shall give Lessor submit to Landlord (i) in writing, the name and address of the proposed Transferee, a reasonably detailed statement of the proposed Transferee's business and reasonably detailed financial references and information concerning the financial condition of the proposed Transferee; (ii) a fully executed copy of the proposed Transfer document, the effective date of which shall be at least thirty (30) days prior written notice of any desired Transfer and after the date on which Tenant shall have furnished Landlord with all of the proposed terms of such Transfer, including but not limited to: the name information required pursuant to (i) above and legal composition of the proposed Transfereewhich shall be conditioned on Landlord's consent thereto; a financial statement of and (iii) an agreement in form and substance satisfactory to Landlord by Tenant to indemnify Landlord against liability resulting from any claim made against Landlord by the proposed Transferee certified or by any broker claiming a commission in connection with the proposed Transfer. Tenant's notice and request for Landlord's consent to Transfer shall also be deemed to constitute Tenant's offer to reconvey to Landlord, as true and correct by its chief financial officer (or a person holding a similar position) or a CPA firm and prepared in accordance with generally accepted accounting principles within one year prior to of the proposed effective date of the Transfer; , that portion of the nature Premises which is the subject of the proposed Transferee’s business Transfer, which offer shall contain an undertaking by Tenant to be carried on accept, as full and adequate consideration for the reconveyance, Landlord's release of Tenant from all future Rent and other obligations under this Lease with respect to the Premises or the portion thereof so reconveyed. Landlord, in the Premises; sole and unfettered exercise of its discretion, shall accept or reject the payment to be made or other consideration to be given on account of the Transfer; and other such pertinent information as may be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld), all in sufficient detail to enable Lessor to evaluate the proposed Transfer and the prospective Transferee. Lessee’s notice shall not be deemed to have been served or given until such time as Lessee has provided Lessor with all information specified above and all additional information requested by Lessor pursuant to this Article 13d. Lessee shall immediately notify Lessor of any modification to the proposed terms of such Transfer. Provided the following recapture right shall not apply to Permitted Transfers, notwithstanding any other provision to the contrary in this Lease, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor shall have the right and option, by written notice to Lessee (a “Recapture Notice”) given on or before the date which is offered reconveyance within thirty (30) days after Lessor’s receipt of such noticethe offer, and, if Landlord accepts, the reconveyance shall be evidenced by an agreement in form and substance acceptable to recapture Landlord. If Landlord fails to accept or reject the Premises, in which case this Lease shall terminate on offer within the date which is thirty (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination of this Lease, the parties day period then Landlord shall be relieved deemed to have rejected the offer of all further obligations under this Leasereconveyance, except for any liability theretofore accrued and those obligations which survive but no such rejection shall be deemed to be a consent to the termination of this Lease pursuant to any provision hereof.requested Transfer. [SEE RIDER]

Request for Transfer. Lessee If Tenant desires to Transfer this LEASE IN whole or in part, Tenant shall give Lessor submit to Landlord (i) in writing, the name and address of the proposed Transferee, a reasonably detailed statement of the proposed Transferee's business and reasonably detailed financial references and information concerning the financial condition of the proposed Transferee; (ii) a copy of the proposed Transfer document, the effective date of which shall be at least thirty (30) days prior written notice of any desired Transfer and after the date on which Tenant shall have furnished Landlord with all of the proposed terms of such Transfer, including but not limited to: the name information required pursuant to (i) above and legal composition of the proposed Transfereewhich shall be conditioned on Landlord's consent thereto; a financial statement of and (iii) an agreement in form and substance satisfactory to Landlord by Tenant to indemnify Landlord against liability resulting from any claim made against Landlord by the proposed Transferee certified as true and correct or by its chief financial officer any broker claiming a commission in connection with the proposed Transfer. If (i) Tenant's proposed Transfer constitutes a Transfer of all or substantially all of the area of the Premises, or (ii) Tenant's proposed Transfer constitutes a Transfer of the Premises or a person holding a similar position) portion thereof for all or a CPA firm substantially all of the then-remainder of the Term then, in either case, Tenant's notice and prepared in accordance with generally accepted accounting principles within one year prior request for Landlord's consent to Transfer shall also be deemed to constitute Tenant's offer to reconvey to Landlord, as of the proposed effective date of the Transfer; , that portion of the nature Premises which is the subject of the proposed Transferee’s business Transfer, which offer shall contain an undertaking by Tenant to be carried on in accept, as full and adequate consideration for the Premises; the payment to be made or other consideration to be given on account reconveyance, Landlord's release of the Transfer; Tenant from all future Rent and other such pertinent information as may be reasonably requested by Lessor (provided any such information which is proprietary or otherwise confidential and is not necessary for the determination as to whether the prospective Transferee has met the Net Worth Standard may be withheld), all in sufficient detail to enable Lessor to evaluate the proposed Transfer and the prospective Transferee. Lessee’s notice shall not be deemed to have been served or given until such time as Lessee has provided Lessor obligations under this Lease with all information specified above and all additional information requested by Lessor pursuant to this Article 13d. Lessee shall immediately notify Lessor of any modification respect to the proposed terms of such TransferPremises or the portion thereof so reconveyed. Provided the following recapture right The foregoing provision shall not apply to Permitted TransfersTransfers excepted from Landlord's approval as provided in Subsection 8.5 above. Landlord, notwithstanding any other provision to in the contrary in this Leasesole and unfettered exercise of its discretion, upon receipt of any notice from Lessee requesting any Transfer pursuant to this Article, Lessor shall have accept or reject the right and option, by written notice to Lessee (a “Recapture Notice”) given on or before the date which is offered reconveyance within thirty (30) days after Lessor’s receipt of such noticethe offer, and, if Landlord accepts, the reconveyance shall be evidenced by an agreement in form and substance acceptable to recapture Landlord. If Landlord fails to accept or reject the Premises, in which case this Lease shall terminate on offer within the date which is thirty (30) days after Lessee’s receipt of a Recapture Notice. Upon any such termination of this Lease, the parties day period then Landlord shall be relieved deemed to have rejected the offer of all further obligations under this Leasereconveyance, except for any liability theretofore accrued and those obligations which survive but no such rejection shall be deemed to be a consent to the termination of this Lease pursuant to any provision hereofrequested Transfer.