Common use of Tenant’s Notice Clause in Contracts

Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in question.

Appears in 2 contracts

Samples: Boston, Massachusetts (Rapid7, Inc.), Agreement (Rapid7, Inc.)

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Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.4, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice If Landlord shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2Tenant’s notice, Tenant as given hereunder; provided, however, that if such assignment or sublease shall give such Proposed Transfer Notice not be executed and delivered to Landlord on or before the date ten within one hundred eighty (10180) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord’s consent, the proposed assignment, sublease or transfer in questionconsent shall be deemed null and void and the provisions of Section 12.3 shall be applicable.

Appears in 2 contracts

Samples: Agreement (Akamai Technologies Inc), Agreement (Akamai Technologies Inc)

Tenant’s Notice. Notwithstanding the provisions of Section 12.1 above, in the event Tenant desires to assign this Lease or to sublet the whole or any portion of the Premises, Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.412.4 below, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in said Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed subletting identifies the portion of the Premises to be sublet (“Affected Portion”), (e) in the case of a proposed assignment or subletting pursuant to Section 12.412.4 below, all other information reasonably necessary to make the determination referred to in said Section 12.4 above and (ef) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above12.5 below, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in question12.5.

Appears in 2 contracts

Samples: Agreement (Decibel Therapeutics, Inc.), Agreement (Decibel Therapeutics, Inc.)

Tenant’s Notice. If Tenant desires to assign this Amended and Restated Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Amended and Restated Lease, the name date Tenant desires the assignment to be effective, and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet and the commencement date of such sublease. If Tenant has vacated all or substantially all of the Premises or is in the process of making arrangements to do so (with no intention of returning to the Premises during the Term), and if the proposed assignment, subleasetransaction is either an assignment of this Amended and Restated Lease, or other transfer which is permitted without a sublease of the entire Premises, such notice shall be deemed an offer from Tenant to Landlord of the right, at Landlord’s consent pursuant option, to Section 12.2terminate this Amended and Restated Lease with respect to the entire Premises. If the proposed transaction is a sublease of a portion of the Premises, which, together with all other presently existing subleases, comprises a subletting of more than 1/3rd of the rentable square footage of the Premises, and such sublease is for a term substantially equal to the then remaining Term of this Amended and Restated Lease, such notice shall be deemed an offer from Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignmentright, at Landlord’s option to terminate this Amended and Restated Lease with respect to such space as Tenant then proposes to sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so(the “Partial Space”), but not later than any other previously subleased space, upon the terms and conditions hereinafter set forth. Such option may be exercised by notice from Landlord to Tenant within 20 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Amended and Restated Lease, (a) Tenant shall have the right within 7 days to revoke the request to assign or sublease thereby extinguishing Landlord’s right to terminate this Amended and Restated Lease, or (b) if the Tenant does not give such notice within 7 days, (i) this Amended and Restated Lease shall end and expire with respect to all or a portion of the Premises, as the case may be, on the date five (5) business that such assignment or sublease was to commence, provided that such date is in no event earlier than 90 days after the occurrence date of the proposed assignmentabove notice unless Landlord agrees to such earlier date, sublease (ii) Rent shall be apportioned, paid or transfer in questionrefunded as of such date, (iii) Tenant, upon Landlord’s request, shall enter into an amendment of this Amended and Restated Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the terms and provisions hereof, and (iv) Landlord shall be free to lease the Premises (or any part thereof) to Tenant’s prospective assignee or subtenant or to any other party. Landlord shall pay all costs to make the Partial Space a self-contained rental unit and to install any required Building corridors.

Appears in 2 contracts

Samples: Lease (Marchex Inc), Lease (Marchex Inc)

Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.45A.4, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 5A.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.45A.4, all other information reasonably necessary to make the determination referred to in Section 12.4 5A.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 5A.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.25A.2. The Proposed Transfer Notice If Landlord shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2Tenant’s notice, Tenant as given hereunder; provided, however, that if such assignment or sublease shall give such Proposed Transfer Notice not be executed and delivered to Landlord on or before the date ten within one hundred eighty (10180) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord’s consent, the proposed assignment, sublease or transfer in questionconsent shall be deemed null and void and the provisions of Section 5A.3 shall be applicable.

Appears in 2 contracts

Samples: Lease (Care.com Inc), Lease (Care.com Inc)

Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.4, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice If Landlord shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2Tenant’s notice, Tenant as given hereunder; provided, however, that if such assignment or sublease shall give such Proposed Transfer Notice not be executed and delivered to Landlord on or before the date ten within one hundred eighty (10180) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord’s consent, the proposed assignment, sublease or transfer in questionconsent shall be deemed null and void and the provisions of Section 12.3 shall be applicable.

Appears in 2 contracts

Samples: Agreement (Constant Contact, Inc.), Agreement (A123 Systems, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give Landlord notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the “Proposed Transfer Notice”date Tenant desires the assignment to be effective; (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet and the commencement and expiration dates (together with all extension options) of any proposed sublease such sublet; and (c) a copy of a bona fide term sheet or assignment, and said notice shall specify the material provisions letter of the intent pertaining to such proposed assignment or subletting, including (a) the name sublease and address of executed by Tenant and the proposed assignee or subtenant subtenant. If Tenant desires to assign this Lease or if Tenant desires to sublet as aforesaid and the principal(sterm (including, if exercised, any extension option(s)) thereofof the sublease that will expire during the last 12 months of the then Term, such notice shall, except with respect to a Permitted Transfer, be deemed an irrevocable offer from Tenant to Landlord of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Partial Space”), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of this Lease, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate all or a portion of this Lease, (a) this Lease shall end and expire with respect to all or a portion of the Premises, as the case may be, on the date that such assignment or sublease was to commence, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant’s prospective assignee or subtenant. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionBuilding corridors.

Appears in 1 contract

Samples: Sublease Agreement (K12 Inc)

Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed --------------- sublease or assignment, and said notice shall specify specifying the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment pursuant to Section 12.4, such reasonably adequate information as to the proposed assignee’s its net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential confidentially having the right to release same only to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, and (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably requested by Landlord as being necessary to make the determination referred to in Section Sections 12.3 or 12.4 above and above. Notwithstanding the provisions of item (eb) in the case of a Permitted Transfer pursuant to Section 12.2 above, Tenant shall not be required to provide such reasonably adequate information as may be reasonably required by Landlord to determine that such net worth and financial capability as to any proposed assignment or subletting complies with subtenant who proposes to sublease less than five thousand (5,000) square feet of rentable floor area. In making the requirements determination of said Section 12.2. The Proposed Transfer Notice whether a proposed subtenant proposes to sublease less than 5,000 square feet of rentable floor area, there shall be given aggregated the rentable floor areas of the initial proposed subleased space and all space covered by Tenant to expansion rights and rights of first refusal. If Landlord on or before the time that Tenant requests Landlord’s shall consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2Tenant's notice, as given hereunder and Landlord's consent thereto; provided, however, that if the assignment or subletting, as the case may be, consistent with Tenant's notice and Landlord's consent thereto is not consummated within one hundred twenty (120) days after Tenant's receipt of Landlord's consent hereunder, then such consent shall terminate and the provisions and requirements of this Article XII shall apply as if said consent had never been given. Tenant shall give such Proposed Transfer Notice covenants and agrees to promptly deliver to Landlord on a true copy of the assignment or before subletting consummated by Tenant and in accordance with Tenant's notice and Landlord's consent thereto but the date failure of Tenant to so deliver same shall not constitute a default of Tenant under this Lease unless Tenant fails to deliver same to Landlord within ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence receipt of the proposed assignment, sublease or transfer in questionnotice from Landlord requesting same.

Appears in 1 contract

Samples: Consent Agreement (On Technology Corp)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address (b) with respect to a sublet of all or a part of the proposed assignee or subtenant Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the principal(srent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). If the proposed transaction is an assignment of this Lease or a subletting of the entire Premises, such notice shall be deemed an irrevocable offer from Tenant to Landlord of the right, at Landlord’s option, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within thirty (30) thereofBusiness Days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Lease, (a) this Lease shall end and expire on the date that such assignment or sublease was to commence, provided that such date is in no event earlier than ninety (90) days after the date of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant free to Landlord on lease the Premises (or before the time that Tenant requests Landlordany part thereof) to Tenant’s consent prospective assignee or subtenant or to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or any other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionparty.

Appears in 1 contract

Samples: Lease (Cereplast Inc)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give Landlord notice thereof to Landlord, which shall be accompanied by (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a1) the name and address identity of the proposed assignee or subtenant subtenant, the nature of its business and its proposed use of the principal(s) thereofPremises, (b2) in the case of a proposed assignment pursuant to Section 12.4, such current financial information as with respect to the proposed assignee’s net worth assignee or subtenant, including its most recent financial statements (unless such entity is a newly formed entity without financials and in such case other financial capability and standing information with respect to such proposed assignor or subtenant as Landlord may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)request, (c3) all any other information Landlord may reasonably request, (4) with respect to an assignment of this Lease, the material terms date Tenant desires the assignment to be effective, and provisions upon which any consideration passing between Tenant and the proposed assignment or subletting is to be madeassignee, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e5) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignmentsublet of all or a part of the Premises, (A) the material business terms on which Tenant would sublet such premises, and (B) a description of the portion of the Premises to be sublet. Such notice shall be deemed an offer from Tenant to Landlord whereby Landlord (or Landlord’s designee) shall be granted the right, at Landlord’s option (i) to terminate this Lease with respect to such space, and for such portion of the term as Tenant proposes to sublease, upon the terms and conditions hereinafter set forth, or other transfer which (ii) if the proposed transaction is permitted without Landlord’s consent pursuant to Section 12.2an assignment of this Lease or a subletting of one or more full floors of the Premises, Tenant shall give such Proposed Transfer Notice to Landlord on or before a subletting of any portion of the date ten Premises for a term expiring later than three (103) business days years prior to the occurrence Expiration Date, to terminate this Lease with respect to the entire Premises, or with respect to such full floor or floors, or with respect to such portion of the Premises proposed assignment, sublease or transfer, except that if Tenant is subject to be sublet for a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not term expiring later than three (3) years prior to the date five Expiration Date, as the case may be. Such option may be exercised by notice from Landlord to Tenant within thirty (530) business days after the occurrence Landlord’s receipt of Tenant’s notice described above, including all of the proposed assignment, sublease or transfer in questionitems described above.

Appears in 1 contract

Samples: MF Global Ltd.

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Such notice shall be deemed an irrevocable offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) if the proposed transaction is a sublease for the remainder of the Term, to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of any proposed sublease this Lease, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 10 Business Days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Lease with respect to all or assignment, and said notice shall specify the material provisions a portion of the proposed assignment or sublettingPremises, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and the principal(s) thereofsublease was to commence, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant’s prospective assignee or subtenant or to any other party. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionBuilding corridors.

Appears in 1 contract

Samples: Lease (DemandTec, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give Landlord notice (the “Proposed "Transfer Notice") of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case with respect to a sublet of all or a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all part of the material terms and provisions upon which Premises, a description of the proposed assignment or subletting is portion of the Premises to be madesublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord“Tenant’s consent to the proposed assignment or sublease in questionAsking Rate”). Notwithstanding the foregoing, in the event Tenant intends to assign this Lease or sublease all of the Premises, Tenant shall have the right, prior to submitting any such Transfer Notice, to deliver notice (“Intention to Transfer Notice”) to Landlord of Tenant’s intention or desire to assign this Lease or sublease all of the Premises, in which event, such Intention to Transfer Notice shall be deemed an offer from Tenant to Landlord of the right, at Landlord’s option, to recapture and terminate this Lease with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the entire Premises effective as of the date set forth in the Intention to Transfer Notice. Such recapture option may be exercised by notice (the "Recapture Notice") from Landlord to Tenant within ten (10) business days prior Business Days after delivery of Tenant’s Intention to Transfer Notice or the Transfer Notice, as applicable (i.e., if Tenant does not deliver to Landlord an Intention to Transfer Notice); provided, however, Landlord hereby acknowledges and agrees that Landlord shall have no right to recapture the Premises with respect to (i) an assignment or sublease pursuant to Section 13.8, below; or (ii) any sublease of less than the entire Premises. If Tenant delivers an Intention to Transfer Notice to Landlord, and Landlord declines, or fails to elect in a timely manner to recapture and terminate this Lease with respect to the occurrence of entire Premises, then, Tenant shall thereafter be entitled to proceed to assign this Lease or sublease the proposed assignment, sublease or transfer, except that if Tenant is entire Premises subject to a confidentiality obligation by operation Landlord’s consent rights upon Landlord’s receipt of a Legal Requirement Transfer Notice but Landlord shall have no further right to recapture with respect to such assignment or sublease. If Landlord timely exercises its option to terminate this Lease by contractual obligation in connection with such assignmentdelivering a Recapture Notice following receipt of a Transfer Notice or an Intention to Transfer Notice, sublease or transferas applicable, then Tenant shall give such Proposed have the right to revoke its Intention to Transfer Notice by delivering a notice (the "Rescission Notice") to Landlord as soon as it is legally permitted to do so, but not later than the date within five (5) business Business Days following delivery of the Recapture Notice. In the event that Tenant delivers the Rescission Notice, then this Lease shall continue as if Tenant had never delivered the Intention to Transfer Notice. If Landlord timely exercises its option to terminate this Lease by delivering a Recapture Notice and Tenant does not thereafter timely deliver to Landlord the Rescission Notice, then , (a) this Lease shall end and expire on the date that such assignment or sublease was to commence, provided that such date is in no event earlier than ninety (90) days after the occurrence date of the proposed assignmentabove notice unless Landlord agrees to such earlier date, sublease (b) Rent shall be apportioned, paid or transfer in questionrefunded as of such date, (c) Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such termination, and (d) Landlord shall be free to lease the Premises (or any part thereof) to Tenant’s prospective assignee or subtenant or to any other party.

Appears in 1 contract

Samples: Lease (ChromaDex Corp.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give notice thereof to Landlord notice (the “Proposed Transfer Notice”"Assignment/Sublet Notice Date"), which shall be accompanied by (i) of any proposed sublease the date Tenant desires the assignment or assignmentsublet to be effective (the "Assignment/Sublet Start Date"), and said (ii) (A) the material business terms on which Tenant would offer to assign or sublet such premises, and (B) a description of the portion of the Premises to be sublet or assigned. Such notice shall specify be deemed an irrevocable offer from Tenant to Landlord whereby Landlord (or Landlord's designee) shall be granted the material provisions right, at Landlord's option, if the proposed transaction is an assignment of this Lease or a subletting in excess of 40% of the proposed assignment or subletting, including rentable square footage of the Premises: (a) to terminate this Lease with respect to such space as Tenant proposes to sublease, upon the name terms and address of the proposed assignee conditions hereinafter set forth, or subtenant and the principal(s) thereof, (b) in the case of a proposed an assignment pursuant or sublet of 75% or more of the Premises, to Section 12.4, such information as terminate this Lease with respect to the proposed assignee’s net worth entire Premises by giving Tenant notice thereof no later than twenty-five (25) days after delivery of the Assignment/Sublet Notice Date, provided Landlord shall provide Tenant with substantially similar space in the Building under substantially the same terms, covenants and financial capability and standing as may reasonably be required for conditions taking into consideration the proportional difference of the Premises to the new Premises. Such option, once exercised by notice from Landlord to make Tenant, shall take effect on the determination referred to in Section 12.4 above (provided, however, that Landlord Assignment/Sublet Start Date and Tenant shall hold such information confidential having have the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is option to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required relocated by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests aforesaid substitute space at Landlord’s consent to 's cost if the proposed transaction is an assignment of this Lease or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, subletting of 75% or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence more of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence rentable square footage of the proposed assignment, sublease or transfer in questionPremises.

Appears in 1 contract

Samples: Agreement of Lease (Thestreet Com)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Except with respect to a sublet to a Related Entity, such notice shall be deemed an offer from Tenant to Landlord of the right, at Landlord’s option, if the proposed assignmenttransaction is an assignment of this Lease, subleaseto terminate this Lease, or other transfer which if the proposed transaction is permitted without a subletting of 50% or more of the rentable square footage of the Premises and for the Term of the Lease, to terminate this Lease with respect to the proposed sublet portion of the Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate all or a portion of this Lease, as the case may be, (w) this Lease shall end and expire with respect to all or a portion of the Premises, as the case may be, on the date that such assignment or sublease was to commence, (x) Rent shall be apportioned, paid or refunded as of such date, (y) Tenant, upon Landlord’s consent pursuant request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to Section 12.2the terms and provisions hereof, and (z) Landlord shall be free to lease the Premises (or any part thereof) to Tenant’s prospective assignee or subtenant. Tenant shall give such Proposed Transfer Notice pay all costs to make the Partial Space a self-contained rental unit and to install any required Building corridors. Should Landlord on or before the date ten (10) business days prior notify Tenant of its intent to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transferterminate as set forth hereinabove, then Tenant shall give such Proposed Transfer Notice have the right to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of rescind the proposed assignment, sublease or transfer in questiontransaction.

Appears in 1 contract

Samples: Lease (BTHC VII Inc)

Tenant’s Notice. Xxxxxxxx's Right to Terminate. Tenant shall, by notice in writing, advise Landlord of its intention from, on and after a stated date (which shall not be less than Sixty (60) days after the date of Tenant's notice) to assign this Lease or sublet any part or all of the Leased Premises for the balance of any part of the Lease Term to any person or party other than Tenant (whether a related or affiliated entity or person, or not) in each and every instance, and in such event, except with respect to a proposed Transfer of Business Assignment, Landlord shall have the right, to be exercised by giving written notice to Tenant within Thirty (30) days after receipt of Tenant's notice, to recapture the space described in Tenant's notice, and such recapture notice shall, if given, terminate this Lease with respect to the space therein described as of the date stated in Xxxxxx's notice (Tenant shall give Landlord have the right to negate Landlord's recapture of space by withdrawing such assignment or subletting request within Five (5) business days after the date of Landlord's notice (of recapture whereupon this Lease and Xxxxxx's occupancy hereunder shall continue unchanged and in full force and effect for the “Proposed Transfer Notice”) then remaining Lease Term). Tenant's notice of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including subletting shall (ai) state the name and address of the proposed assignee or subtenant and the principal(s) thereofassignee, (bii) in the case include a true and complete copy of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)sublease or assignment, (ciii) all contain sufficient information to permit Landlord, in its sole discretion, to determine the financial responsibility and character of the material terms proposed subtenant or assignee, (iv) state who is responsible for the costs of physically separating the Leased Premises and provisions upon which the component systems serving same, and (v) shall state whether the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in question.is

Appears in 1 contract

Samples: Phoenix Md Realty LLC

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Such notice shall be deemed an irrevocable offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of any proposed sublease this Lease or assignment, and said notice shall specify the material provisions a subletting of 50% or more of the proposed assignment rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Lease with respect to all or sublettinga portion of the Premises, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and sublease was to commence, provided that such date is in no event earlier than 90 days after the principal(s) thereofdate of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant’s prospective assignee or subtenant or to any other party. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionBuilding corridors.

Appears in 1 contract

Samples: Lease (Affirmative Insurance Holdings Inc)

Tenant’s Notice. Notwithstanding the provisions of Section 12.1 above, in the event Tenant desires to assign this Lease or to sublet the whole or any part of the Premises (partial subleases being subject to the provisions of Section 12.7 below), Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.412.4 below, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in said Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be mademade (including in the case of a proposed subletting, the area proposed to be sublet and the proposed sublease term), (d) in the case of a proposed assignment or subletting pursuant to Section 12.412.4 below, all other information reasonably necessary to make the determination referred to in said Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above12.5 below, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.212.5. The Proposed Transfer Notice If Landlord shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2Tenant’s notice, Tenant as given hereunder; provided, however, that if such assignment or sublease shall give such Proposed Transfer Notice not be executed and delivered to Landlord on or before the date ten within one hundred eighty (10180) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord’s consent, the proposed assignment, sublease or transfer in question.consent shall be deemed null and void and the provisions of Section 12.3 shall be applicable

Appears in 1 contract

Samples: Translate Bio, Inc.

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give submit a statement to Landlord notice (the an Proposed Transfer NoticeA/S Statement”) of any proposed sublease or assignment, and said notice shall specify containing the material provisions of the proposed assignment or subletting, including following information: (a) the name and address of the proposed assignee subtenant or subtenant and the principal(s) thereofassignee, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignmentan assignment of this Lease, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence terms and conditions of the proposed assignment, sublease or transferincluding, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with without limitation, the consideration payable for such assignment, sublease any additional consideration payable for leasehold improvements or transferTenant’s Property and the cost of any work to prepare the Premises for occupancy by such assignee and the date Tenant desires the assignment to be effective, then and (c) with respect to a sublet of all or a part of the Premises, a term sheet executed by Tenant and the proposed subtenant containing a description of the portion of the Premises to be sublet, and the terms and conditions of the proposed subletting, including, without limitation, the consideration per rentable square foot payable for such subletting (the “Sublease Rent”), any additional consideration payable for leasehold improvements and Tenant’s Property and the cost of any work to prepare the sublet space for occupancy by such subtenant and the date Tenant desires the subletting to be effective. Such notice shall give such Proposed Transfer Notice be deemed an irrevocable offer from Tenant to Landlord of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as soon Tenant proposes to sublease (the “Partial Space”), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of this Lease or a subletting of 50% or more of the rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s A/S Statement. If Landlord exercises its option to terminate all or a portion of this Lease, (a) this Lease shall end and expire with respect to all or a portion of the Premises, as it is legally permitted to do sothe case may be, but not later than on the date five (5) business that such assignment or sublease was to commence, provided that such date is in no event less than 90 days after the occurrence date of the proposed assignmentabove notice unless Landlord agrees to an earlier date, sublease (b) Rent shall be apportioned, paid or transfer in questionrefunded as of such date, (c) Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the terms and provisions hereof, and (d) Landlord shall be free to lease the Premises (or any part thereof) to Tenant’s prospective assignee or subtenant. Tenant shall pay all costs to make the Partial Space a self-contained rental unit and install any required Building corridors.

Appears in 1 contract

Samples: Lease (Omrix Biopharmaceuticals, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Such notice shall be deemed an irrevocable offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of any proposed sublease this Lease or assignment, and said notice shall specify the material provisions a subletting of 75% or more of the proposed assignment rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Lease with respect to all or sublettinga portion of the Premises, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and sublease was to commence, provided that such date is in no event earlier than 60 days after the principal(s) thereofdate of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant’s prospective assignee or subtenant or to any other party. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionBuilding corridors.

Appears in 1 contract

Samples: Lease (Inphi Corp)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give submit a statement to Landlord notice (the an Proposed Transfer NoticeA/S Statement”) of any proposed sublease or assignment, and said notice shall specify containing the material provisions of the proposed assignment or subletting, including following information: (a) the name and address of the proposed assignee subtenant or subtenant and the principal(s) thereofassignee, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to an assignment of this Lease, a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, term sheet executed by Tenant shall give such Proposed Transfer Notice to Landlord on or before and the date ten (10) business days prior to the occurrence terms and conditions of the proposed assignment, sublease or transferincluding, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with without limitation, the consideration payable for such assignment, sublease any additional consideration payable for leasehold improvements or transferTenant’s Property and the cost of any work to prepare the Premises for occupancy by such assignee and the date Tenant desires the assignment to be effective, then and (c) with respect to a sublet of all or a part of the Premises, a term sheet executed by Tenant and the subtenant containing a description of the portion of the Premises to be sublet, and the terms and conditions of the proposed subletting, including, without limitation, the consideration per rentable square foot payable for such subletting (the “Sublease Rent”), any additional consideration payable for leasehold improvements and Tenant’s Property and the cost of any work to prepare the sublet space for occupancy by such subtenant and the date Tenant desires the subletting to be effective. Such notice shall give such Proposed Transfer Notice be deemed an irrevocable offer from Tenant to Landlord of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as soon Tenant proposes to sublease (the “Partial Space”), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of this Lease or a subletting of 50% or more of the rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s A/S Statement along with the applicable documentation and information stated above. If Landlord exercises its option to terminate all or a portion of this Lease, (a) this Lease shall end and expire with respect to all or a portion of the Premises, as it is legally permitted to do sothe case may be, but not later than on the date five (5) business that such assignment or sublease was to commence, provided that such date is in no event less than 90 days after the occurrence date of the proposed assignmentabove notice unless Landlord agrees to an earlier date, sublease (b) Rent shall be apportioned, paid or transfer in questionrefunded as of such date, (c) Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the terms and provisions hereof, and (d) Landlord shall be free to lease the Premises (or any part thereof) to Tenant’s prospective assignee or subtenant. Tenant shall pay all costs to make the Partial Space a self-contained rental unit and install any required Building corridors.

Appears in 1 contract

Samples: Lease (Xstelos Holdings, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Such notice shall be deemed an irrevocable offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) if the proposed transaction is a sublease for substantially all of the remaining Term of this Lease, to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of any proposed sublease this Lease or assignment, and said notice shall specify the material provisions a subletting of 75% or more of the proposed assignment rentable square footage of the Premises for substantially all of the remaining Term of this Lease, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Lease with respect to all or sublettinga portion of the Premises, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and sublease was to commence, provided that such date is in no event earlier than 60 days after the principal(s) thereofdate of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case Premises (or any part thereof) to Tenant’s prospective assignee or subtenant or to any other party. If Landlord elects its option to terminate this Lease with respect to the Partial Space, then Landlord and Tenant shall each pay its respective proportionate share (based upon the relative size of a proposed assignment or subletting pursuant the Partial Space compared to Section 12.4, the relative size of the remainder of the Premises) of all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionBuilding corridors.

Appears in 1 contract

Samples: Lease (E2open Inc)

Tenant’s Notice. Tenant shall give Landlord prior notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.4, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice If Landlord shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, whole or other transfer which is permitted without Landlord’s consent any part of the Premises or assign pursuant to Section 12.2Tenant’s notice, Tenant as given hereunder; provided, however, that if such assignment or sublease shall give such Proposed Transfer Notice not be executed and delivered to Landlord on or before the date ten within one hundred fifty (10150) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord’s consent, the proposed assignment, sublease or transfer in questionconsent shall be deemed null and void and the provisions of Section 12.3 shall be applicable.

Appears in 1 contract

Samples: Federal Home Loan Bank of Boston

Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date have ten (10) business days prior after receipt of Landlord’s Notice, to notify Landlord in writing (“Tenant’s Notice”) whether Tenant will lease the First Offer Space in accordance with the terms as set forth above, as applicable. If Tenant elects to lease the First Offer Space, Landlord and Tenant will execute an amendment to the occurrence Lease adding the First Offer Space to the Demised Premises within ten (10) business days after the later of (i) Landlord’s receipt of Tenant’s Notice or (ii) the proposed assignmentdate the parties agree upon the Expansion Market Rate, sublease if applicable, or transfer(iii) receipt by both parties of a mutually acceptable amendment. If Tenant does not, except that if Tenant is within such 10-business day period, deliver Tenant’s Notice or elects not to lease the First Offer Space, then this Right of First Offer to lease the First Offer Space then subject to a confidentiality obligation by operation this Right of a Legal Requirement or by contractual obligation First Offer will lapse and be of no further effect and Landlord will have the right to lease such First Offer Space to any third party on terms that are not materially more favorable than those in connection Landlord’s Notice without re-submitting such changed terms to Tenant in accordance with such assignment, sublease or transfer, then this Right of First Offer in which case Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date have five (5) business days after its receipt of such resubmitted offer to exercise the occurrence Right of First Offer on such terms as to all of the proposed assignmentspace contained in the changed terms (which may be in excess of the square footage of the First Offer Space). The term “materially more favorable” shall mean the net effective rental rates and terms, such as the length of the term and the amount of any concessions such as the tenant improvement allowance and any free rent, with respect to such proposal are less than 94% of the net effective rental rates and terms originally offered to Tenant. If Landlord has not negotiated a lease or amendment for the First Offer Space with a third party within one hundred eighty (180) days after Tenant has elected not to, or has been deemed to have elected not to, lease the First Offer Space, then this Right of First Offer will once again apply to the First Offer Space. The right granted to Tenant under this paragraph is personal to Tenant, and in the event of any assignment of this Lease or sublease or transfer in questionby Tenant, this Right of First Offer to lease the First Offer Space shall thenceforth be void and of no further force and effect.

Appears in 1 contract

Samples: Lease Agreement (Manhattan Associates Inc)

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Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet. Such notice shall be deemed an offer from Tenant to Landlord of the right, at Landlord's option, (1) to terminate this Lease with respect to such space as Tenant proposes to sublease (the "Partial Space"), upon the terms and conditions hereinafter set forth, or (2) if the proposed assignee transaction is an assignment of this Lease or subtenant a subletting of two (2) full floors or more of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant's notice. If Landlord exercises its option to terminate all or a portion of this Lease, (a) this Lease shall end and expire with respect to all or a portion of the principal(s) thereofPremises, as the case may be, on the date that such assignment or sublease was to commence, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord's request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant's prospective assignee or subtenant. Tenant shall pay all other information reasonably necessary costs to make the determination referred to in Section 12.4 above and (e) in the case of Partial Space a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionself-contained rental unit.

Appears in 1 contract

Samples: Lease (Cmgi Inc)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises. Except with respect to an assignment or sublease to a Related Entity (as defined in Section 6.6), such notice shall be deemed an irrevocable offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of any proposed this Lease or a sublease which is scheduled to expire prior to the date which is one (1) year prior to the Expiration Date, which sublease (together with all other subleases, if any) would result in 50% or assignment, and said notice shall specify the material provisions more of the proposed assignment rentable square footage of the Premises being sublet (excluding subleases to Related Entities and/or Affiliates of Tenant), to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within thirty (30) days after delivery of Tenant’s notice. If Landlord exercises its option to terminate all or sublettingsuch portion of this Lease, including (a) the name this Lease shall end and address expire with respect to all or such portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and sublease was to commence, provided that such date is in no event earlier than 90 days after the principal(s) thereofdate of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all the Landlord and Tenant shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant free to Landlord on lease the Premises (or before the time that Tenant requests Landlordany part thereof) to any person, including, without limitation, to Tenant’s consent to the proposed assignment prospective assignee or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionsubtenant.

Appears in 1 contract

Samples: Lease (Boston Private Financial Holdings Inc)

Tenant’s Notice. If Tenant desires to assign or transfer this Lease or sublet all or any portion of the Premises, Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment or transfer of this Lease, the date Tenant desires the assignment or transfer to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet and the commencement date of such sublease. Such notice shall be deemed an irrevocable 30 day offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) if the proposed transaction is an assignment or transfer of this Lease, to terminate this Lease with respect to the entire Premises, (2) if the proposed transaction is a sublease of 75% or more of the rentable square footage of the Premises and the term of such sublease (including any extension options provided for under the sublease) would either be for 75% or more of the then remaining Term of this Lease (without regard to any then unexercised extension options under this Lease) or for a period expiring during the last 18 months of the Term of this Lease (without regard to any then unexercised extension options under this Lease, but considering all extension options granted under the proposed sublease), to terminate this Lease with respect to the entire Premises, or (3) if Landlord elects not to exercise its termination right under clause (2) or if the proposed transaction is a sublease that does not fall within the criteria set forth in clause (2), to terminate this Lease with respect to the space that Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space) ). Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of any proposed sublease Txxxxx’s notice. If Landlord exercises its option to terminate all or assignmenta portion of this Lease, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment, transfer or subtenant and sublease was to commence, provided that such date is in no event earlier than 90 days after the principal(s) thereofdate Landlord receives the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4Tenant’s prospective assignee, transferee or subtenant. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2Building corridors. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent Notwithstanding anything to the proposed assignment or sublease contrary in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to this Section 12.213.2, Tenant shall give such Proposed Transfer Notice may withdraw its request to Landlord on assign or before the date ten (10) business days prior to the occurrence transfer this Lease or sublet all or any portion of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date Premises within five (5) business days after the occurrence following Tenant’s receipt of the proposed assignment, sublease or transfer in questionLandlord notice of Landlord’s exercise of its rights under this Section 13.2.

Appears in 1 contract

Samples: Lease (Larimar Therapeutics, Inc.)

Tenant’s Notice. If, at any time during the Term, Tenant desires to transfer, assign or sublet all or part of the Demised Premises and Landlord’s consent is required therefor, in connection with Tenant’s request to Landlord for Landlord’s consent thereto, Tenant shall give notice to Landlord notice in writing (the Proposed Transfer Tenant’s Request Notice”) of any the identity of the proposed sublease assignee or assignmentsubtenant, if any, and said notice shall specify its business, the material provisions terms of the proposed assignment or subletting, including (a) if any, the name and address commencement date of the proposed assignment or subletting, if any (the “Proposed Sublease Commencement Date”), and the area proposed to be assigned or sublet (the “Proposed Sublet Space”), or, if available at such time, a copy of the proposed sublease or assignment agreement. Tenant shall also transmit therewith the most recent financial statement or other evidence of financial responsibility of such assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required certification executed by Tenant stating whether or not any premium or other consideration is being paid for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is sublease. Nothing stated herein shall require Tenant to have a specific subtenant or assignee at the time Tenant gives Tenant’s Request Notice. Landlord agrees to approve or disapprove any proposed sublease or assignment within fifteen (15) days after Landlord’s receipt of Tenant’s request therefor and all other documentation required to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant delivered to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with therewith. If Landlord fails to respond to Tenant within such assignment, sublease or transfer, then fifteen (15) day period and Landlord also fails to respond to Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date within five (5) business days after Landlord’s receipt of a second written request for Landlord’s approval, which second request states in bold capital letters that the occurrence request will be deemed approved in accordance with Section 25 of the proposed assignmentLease if Landlord fails to respond in five (5) days, then Landlord shall be deemed to have approved such sublease or transfer in questionassignment.

Appears in 1 contract

Samples: Office Lease (Cvent Inc)

Tenant’s Notice. Tenant shall give Landlord prior notice (the Proposed Transfer Notice”) of any proposed sublease or of assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.4, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice No partial subletting shall be given by Tenant to permitted. If Landlord on or before the time that Tenant requests Landlord’s shall consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease (the whole but (except in question. Notwithstanding the foregoing, with respect to case of a proposed assignment, sublease, partial sublease under Section 12.2 hereof) not part of the Premises) or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2, Tenant shall give such Tenant’s Proposed Transfer Notice Notice, as given hereunder; provided, however, that if such assignment or sublease shall not be executed and delivered to Landlord on or before the date ten within ninety (1090) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord’s consent, the proposed assignment, sublease or transfer in questionconsent shall be deemed null and void and the provisions of Section 12.4 and this Section 12.5 shall again be applicable.

Appears in 1 contract

Samples: Sublease (Flex Pharma, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a “Transfer”), Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Such notice shall be deemed an irrevocable offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of any proposed sublease this Lease or assignment, and said notice shall specify the material provisions a subletting of 50% or more of the proposed assignment rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate this Lease with respect to all or sublettinga portion of the Premises, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and sublease was to commence, provided that such date is in no event earlier than 90 days after the principal(s) thereofdate of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant’s prospective assignee or subtenant or to any other party. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably install any required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2Building corridors. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in question.20 6219070.4

Appears in 1 contract

Samples: Lease (Achieve Life Sciences, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises for all or substantially all of the remaining term of the Lease (other than as may be expressly permitted without Landlord’s consent pursuant to this Lease), Tenant shall give Landlord notice thereof to Landlord, which shall be accompanied by (i) a statement reasonably detailing the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address identity of the proposed assignee or subtenant (“Transferee”), the nature of its business and its proposed use of the principal(s) thereofPremises, and a description of the portion of the Premises to be sublet (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basissublease), (cii) current financial information with respect to the Transferee, including its most recent financial statement, (iii) with respect to an assignment of this Lease or sublet of all or a portion of the Premises, a bona-fide term sheet, lease assignment or sublease, in either case describing all of the material terms and provisions upon which conditions of the proposed assignment or subletting is sublease, and (iv) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be madesublet, and a bona-fide term sheet or sublease describing all of the material terms and conditions of the proposed sublease (collectively, a “Transferee Notice”). Except as provided below,, a Transferee Notice shall be deemed an irrevocable offer from Tenant to Landlord, whereby Landlord, in its sole discretion may either, by written notice to Tenant (a “Landlord Recapture Notice”): (x) sublease, or landlord’s designee may sublease such space (the “Leaseback Space”) from Tenant upon the terms and conditions set forth in the Transferee Notice (if the proposed transaction is a sublease of all or part of the Premises), provided that, for the avoidance of doubt, such sublease shall be subject to the terms and conditions of Section 13.7 below, (dy) terminate this Lease if the proposed transaction is an assignment or a sublease (whether by one sublease or a series of related or unrelated subleases) of all or substantially all of the Premises, or (z) terminate this Lease with respect to the Leaseback Space (if the proposed transaction is a sublease of part of the Premises). If Landlord exercises its option to terminate this Lease in the case where Tenant desires either to assign this Lease or sublet (whether by one sublease or a series of a proposed related or unrelated subleases) all or substantially all of the Premises, then, this Lease shall end and expire on the date that such assignment or subletting pursuant sublet was to Section 12.4be effective or commence, all other information reasonably necessary as the case may be, and the Rent shall be paid and apportioned to make such date, and Landlord shall be free to lease the determination referred Premises (or any part thereof) to any third party including, without limitation, Tenant’s prospective assignee or subtenant. If Landlord exercises its option to terminate this Lease in Section 12.4 above part in any case where Tenant desires to sublet a portion of the Premises, then, (a) this Lease shall end and expire with respect to such portion of the Premises on the date that the proposed sublease was to commence; and (eb) from and after such date the Rent shall be adjusted, based upon the proportion that the rentable area of the Premises remaining bears to the total rentable area of the Premises; and (c) Tenant shall pay to Landlord, upon demand, the costs actually incurred by Landlord in physically separating such portion of the case Premises from the balance of a Permitted Transfer pursuant the Premises and in complying with any laws and requirements of any public authorities relating to Section 12.2 above, such information as separation. Said options may be reasonably required exercised by Landlord by notice to determine that Tenant at any time within twenty-five (25) days after such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be notice has been given by Tenant to Landlord; and during such twenty-five (25) day period Tenant shall not assign this Lease nor sublet such space to any person (other than as permitted herein without Landlord’s consent). Notwithstanding anything to the contrary contained herein, in the event Landlord on sends a Landlord Recapture Notice to Tenant in order to exercise a right of recapture under this Section 13.2 in respect only of a sublease which is 7,500 rentable square feet or before less, then, for a period of five (5) Business Days (time being of the time that essence) after Tenant’s receipt of the Landlord Recapture Notice, Tenant requests shall have the right to withdraw the Transferee Notice related to such sublease sent to Landlord by delivery to Landlord of a notice withdrawing such Transferee Notice within said five (5) Business Day period. In a case of such timely withdrawal by Tenant, the Transferee Notice and Landlord’s Recapture Notice shall both be deemed null and void and Tenant shall not be permitted to sublease the space in question unless and until Tenant again complies with all the provisions of this Article 13. If Landlord fails to timely deliver a Landlord Recapture Notice, then Landlord shall be deemed to have waived its right of recapture under this Section 13.2 with respect thereto, and provided the proposed assignment or sublease complies with the conditions set forth in Section 13.4 below, Landlord’s consent to the proposed assignment or subletting shall not be unreasonably withheld, conditioned or delayed in accordance with said Section 13.4. It is understood and agreed that Landlord shall have no right under this Section 13.2 through Section 13.3 to terminate the Lease or sublet the space by a Landlord Recapture Notice if the space Tenant proposes to sublease in question. Notwithstanding is for term that is less than substantially all the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence remainder of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionTerm.

Appears in 1 contract

Samples: Agreement (2U, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease (other than to a Related Entity, as hereafter defined) or sublet (other than to a Related Entity or subject to the limitations set forth below, a Permitted User) all or any portion of the Premises and Landlord’s consent thereto is required under this Lease, Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises (other than to a Related Entity or subject to the limitations set forth below, a Permitted User), a description of the portion of the Premises to be sublet and the commencement date of such sublease. If such notice is with respect to an assignment of this Lease (other than to a Related Entity) or if with respect to any sublease of this Lease for a term expiring within the final twelve (12) months of the Lease Term (other than to a Related Entity or subject to the limitations set forth below, a Permitted User) (without regard to any then unexercised extension options under this Lease, but considering all extension options granted under the proposed sublease), such notice shall be deemed a thirty (30) day offer from Tenant to Landlord of the right, at Landlord’s option, (1) if the proposed transaction is an assignment of this Lease (other than to a Related Entity), to terminate this Lease with respect to the entire Premises, (2) if the proposed transaction is a sublease of fifty percent (50%) or more of the rentable square footage of the Premises (inclusive of any then subleased space at the Premises and any proposed sublease space to the extent same is not subleased to a Related Entity) to a non-Related Entity, to terminate this Lease with respect to the entire Premises, or (3) if Landlord elects not to exercise its termination right under clause (2), to terminate this Lease with respect to the space that Tenant proposes to sublease (the “Partial Space”). Such option may be exercised by notice (the “Proposed Transfer Termination Notice”) from Landlord to Tenant within thirty (30) days after delivery of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as Tenant’s notice. Notwithstanding anything herein to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for contrary, if Landlord elects to make the determination referred to in Section 12.4 above terminate this Lease (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on or a confidential basis), (cportion thereof) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent sublease pursuant to Section 12.2the above provisions of this Section, Tenant shall give have the right to withdraw Tenant’s sublease request by providing Landlord written notice of such Proposed Transfer Notice to Landlord on or before the date withdrawal within ten (10) business days prior of Tenant’s receipt of an applicable Termination Notice. In such event, Landlord’s Termination Notice shall be null and void ab initio and this Lease shall continue in full force and effect. If Landlord exercises its option to the occurrence terminate all or a portion of this Lease (and Tenant does not withdraw Tenant’s sublease request), (a) this Lease shall end and expire with respect to all or a portion of the proposed assignmentPremises, sublease or transferas the case may be, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than on the date five that such assignment or sublease was to commence, provided that such date is in no event earlier than ninety (590) business days after the occurrence date Landlord receives the above notice unless Landlord agrees to such earlier date, (b) Rent shall be apportioned, paid or refunded as of such date, (c) Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the proposed assignmentterms and provisions hereof, sublease (d) Landlord shall be free to lease the Premises (or transfer in questionany part thereof) to Tenant’s prospective assignee or subtenant and (e) Tenant shall pay all costs to make the Partial Space a self-contained rental unit and to install any required Building corridors.

Appears in 1 contract

Samples: Deed of Lease (FBR & Co.)

Tenant’s Notice. Notwithstanding the provisions of Section 12.1 above, in the event Tenant desires to assign this Lease or to sublet the whole or any part of the Premises, Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.412.4 below, such information as to the proposed assignee’s or proposed subtenant’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in said Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same only to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.412.4 below, all other information reasonably necessary to make the determination referred to in said Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above12.5 below, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.212.5. The Proposed Transfer Tenant may, prior to identifying a proposed assignee or subtenant, give Landlord written notice (“Notice shall be given by Tenant of Intent to Transfer”) advising Landlord on or before the time that Tenant requests Landlordintends to enter into an assignment of Tenant’s consent interest in the Lease or a proposed sublease of the Premises, or any portion thereof. A Notice of Intent to Transfer shall set forth: (f) the location and size of the portion of the Premises which would be affected by such proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before (g) the date ten (10) business days prior to the occurrence estimated commencement of the term of such proposed assignmentassignment or sublease, sublease and (h) the estimated term of such proposed assignment or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionsublease.

Appears in 1 contract

Samples: Agreement (Brightcove Inc)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give notice thereof to Landlord notice (the Tenant’s Proposed Transfer Assignment or Sublet Notice”), which shall be accompanied by (i) with respect to an assignment of any proposed sublease or assignmentthis Lease, the date Tenant desires the assignment to be effective, and said notice shall specify the material provisions of the proposed assignment or subletting, including (aii) the name and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignmentsublet of all or a part of the Premises, (A) the material business terms on which Tenant would sublet such premises, and (B) a description of the portion of the Premises to be sublet. Such Tenant’s Proposed Assignment or Sublet Notice shall (except as otherwise expressly provided in this Article 16) be deemed an offer from Tenant to Landlord whereby Landlord (or Landlord’s designee) shall be granted the right, at Landlord’s option (1) to terminate this Lease with respect to such space as Tenant proposes to sublease, upon the terms and conditions hereinafter set forth, or other transfer which (2) if the proposed transaction is permitted without an assignment of this Lease or a subletting of 50% or more of the rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within thirty (30) days after Landlord’s consent pursuant to Section 12.2receipt of Tenant’s Proposed Assignment or Sublet Notice. The foregoing notwithstanding, Tenant in the event of a proposed subletting Landlord shall give not have such Proposed Transfer Notice to Landlord on or before right of termination if such subletting (when aggregated with the date ten (10) business days prior to the occurrence portions of the proposed assignment, sublease or transfer, except that if Tenant is Premises then subject to other sublettings) is (i) for less than fifty percent (50%) of the rentable square footage of the Premises and (ii) for a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but term which expires not later than the date five two (52) business days after years prior to the occurrence expiration date of the proposed assignment, sublease or transfer in questionTerm of this Lease.

Appears in 1 contract

Samples: Of Lease (Pzena Investment Management, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises, Tenant shall give notice thereof to Landlord, which shall be accompanied by (a) with respect to an assignment of this Lease, the date Tenant desires the assignment to be effective, and (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the rent per rentable square foot Tenant will ask for such portion of the Premises (“Tenant’s Asking Rate”). Such notice shall be deemed an offer from Tenant to Landlord notice of the right, at Landlord’s option, (1) if the proposed transaction is a subletting (other than to a Related Entity) of fifteen percent (15%) or more of the Premises, to terminate this Lease with respect to such space as Tenant proposes to sublease (the “Proposed Transfer NoticePartial Space), upon the terms and conditions hereinafter set forth, or (2) of any proposed sublease or assignment, and said notice shall specify the material provisions of if the proposed transaction is an assignment of this Lease (other than to a Related Entity), to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant’s notice. If Landlord exercises its option to terminate all or sublettinga portion of this Lease, including (a) the name this Lease shall end and address expire with respect to all or a portion of the proposed assignee Premises, as the case may be, on the date that such assignment or subtenant and the principal(s) thereofsublease was to commence, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4Tenant’s prospective assignee or subtenant, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case Landlord shall, at Landlord’s expense, perform any demising work necessitated by Landlord’s recapture of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence portion of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionPremises.

Appears in 1 contract

Samples: Lease (Durata Therapeutics, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises other than to a Permitted Transferee in a transaction for which Landlord's consent is required hereunder, Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address (b) with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet. Such notice shall be deemed an offer from Tenant to Landlord of the right, at Landlord's option, (1) with respect to a sublease for a term expiring no earlier than 6 months prior to the Expiration Date, to terminate this Lease with respect to such space as Tenant proposes to sublease (the "Partial Space"), upon the terms and conditions hereinafter set forth, or (2) if the proposed assignee transaction is an assignment of this Lease, to terminate this Lease. Such option may be exercised by notice from Landlord to Tenant within 30 days after delivery of Tenant's notice. If Landlord exercises its option to terminate all or subtenant a portion of this Lease, (a) this Lease shall end and expire with respect to all or a portion of the principal(s) thereofPremises, as the case may be, on the date that such assignment or sublease was to commence, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all the amount of the material terms Security Deposit shall be reduced to an amount equal to the product of (x) the amount of the Security Deposit and provisions upon (y) a ratio, the numerator of which is the proposed assignment or subletting number of rentable square feet in the remaining portion of the Premises and the denominator of which is the number of rentable square feet in the Premises immediately prior to be madeLandlord's exercise of such option, (d) in Tenant, upon Landlord's request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the case of a proposed assignment or subletting pursuant to Section 12.4terms and provisions hereof, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant free to lease the Premises (or any part thereof) to Tenant's prospective assignee or subtenant. If Landlord on or before exercises such option, Landlord shall pay all costs to make the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to Partial Space a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in questionself-contained rental unit.

Appears in 1 contract

Samples: Lease (PMC Sierra Inc)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises and Landlord’s consent thereto is required under this Lease, Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address of the proposed assignee or subtenant and the principal(s) thereof, (b) in the case of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a sublet of all or a part of the Premises, a description of the portion of the Premises to be sublet and the commencement date of such sublease. Such notice shall be deemed an irrevocable thirty (30) day offer from Tenant to Landlord of the right, at Landlord’s option, (1) if the proposed assignmenttransaction is an assignment of this Lease, subleaseto terminate this Lease with respect to the entire Premises as of the date indicated in the notice from Tenant to Landlord in (a) above (except as hereafter otherwise provided), or other transfer which (2) if the proposed transaction is permitted a sublease of thirty percent (30%) or more of the rentable square footage of the Premises (inclusive of any then subleased space at the Premises and any proposed sublease space) to a non-Related Entity or the term of such sublease (including any extension options provided for under the sublease) exceeds ninety percent (90%) of the remainder of the Term of this Lease (without Landlordregard to any then unexercised extension options under this Lease, but considering all extension options granted under the proposed sublease), to terminate this Lease with respect to the space that Tenant proposes to sublease (the “Partial Space”). Such option may be exercised by notice from Landlord to Tenant within thirty (30) days after delivery of Tenant’s consent pursuant notice. Subject to Section 12.213.6, Tenant if Landlord exercises its option to terminate all or a portion of this Lease, (A) this Lease shall give such Proposed Transfer Notice end and expire with respect to Landlord all or a portion of the Premises, as the case may be, on or before the date ten that such assignment or sublease was to commence, provided that such date is in no event earlier than ninety (1090) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date Landlord receives the above notice unless Landlord agrees to such earlier date, (B) Rent shall be apportioned, paid or refunded as of such date, (C) Tenant, upon Landlord’s request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the proposed assignmentterms and provisions hereof, sublease and (D) Landlord shall be free to lease the Premises (or transfer any part thereof) to Tenant’s prospective assignee or subtenant. Notwithstanding anything in questionthis Section to the contrary, Section 13.6 shall take precedence over any arguably conflicting provision in this Section.

Appears in 1 contract

Samples: Lease (Convio, Inc.)

Tenant’s Notice. If Tenant desires to assign this Lease or sublet all or any portion of the Premises (sometimes referred to herein as a "Transfer"), Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignmentthereof to Landlord, and said notice which shall specify the material provisions of the proposed assignment or subletting, including be accompanied by (a) with respect to an assignment of this Lease, the name date Tenant desires the assignment to be effective, and address (b) with respect to a sublet of all or a part of the proposed assignee or subtenant Premises, a description of the portion of the Premises to be sublet, the commencement date of such sublease and the principal(srent per rentable square foot Tenant will ask for such portion of the Premises ("Tenant's Asking Rate"). Such notice shall be deemed an irrevocable offer from Tenant to Landlord of the right, at Landlord's option, (1) thereofto terminate this Lease with respect to such space as Tenant proposes to sublease (the "Partial Space"), upon the terms and conditions hereinafter set forth, or (2) if the proposed transaction is an assignment of this Lease or a subletting of fifty percent (50%) or more of the rentable square footage of the Premises, to terminate this Lease with respect to the entire Premises. Such option may be exercised by notice from Landlord to Tenant within thirty (30) days after delivery of Tenant's notice. If Landlord exercises its option to terminate this Lease with respect to all or a portion of the Premises, (a) this Lease shall end and expire with respect to all or a portion of the Premises, as the case may be, on the date that such assignment or sublease was to commence, provided that such date is in no event earlier than sixty (60) days after the date of the above notice unless Landlord agrees to such earlier date, (b) in the case Rent shall be apportioned, paid or refunded as of a proposed assignment pursuant to Section 12.4, such information as to the proposed assignee’s net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees on a confidential basis)date, (c) all Tenant, upon Landlord's request, shall enter into an amendment of this Lease ratifying and confirming such total or partial termination, and setting forth any appropriate modifications to the material terms and provisions upon which the proposed assignment or subletting is to be madehereof, and (d) in Landlord shall be free to lease the case of a proposed assignment Premises (or subletting pursuant any part thereof) to Section 12.4, Tenant's prospective assignee or subtenant or to any other party. Tenant shall pay all other information reasonably necessary costs to make the determination referred Partial Space a self-contained rental unit and to in Section 12.4 above and (e) in the case of a Permitted Transfer pursuant to Section 12.2 aboveinstall any required Building corridors. 789956.06/WLA 377061-00006/sb/sb Arboretum Courtyard [Catasys, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice shall be given by Tenant to Landlord on or before the time that Tenant requests Landlord’s consent to the proposed assignment or sublease in question. Notwithstanding the foregoing, with respect to a proposed assignment, sublease, or other transfer which is permitted without Landlord’s consent pursuant to Section 12.2, Tenant shall give such Proposed Transfer Notice to Landlord on or before the date ten (10) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence of the proposed assignment, sublease or transfer in question.Inc.]

Appears in 1 contract

Samples: Lease (Catasys, Inc.)

Tenant’s Notice. Tenant shall give Landlord notice (the “Proposed Transfer Notice”) of any proposed sublease or assignment, and said notice shall specify the material provisions of the proposed assignment or subletting, including (a) the name and address of the proposed assignee or subtenant and the principal(s) thereofsubtenant, (b) in the case of a proposed assignment or subletting pursuant to Section 12.4, such information as to the proposed assignee’s 's or proposed subtenant's net worth and financial capability and standing as may reasonably be required for Landlord to make the determination referred to in Section 12.4 above (provided, however, that Landlord shall hold such information confidential having the right to release same to its officers, accountants, attorneys and Hub Complex Mortgagees mortgage lenders on a confidential basis), (c) all of the material terms and provisions upon which the proposed assignment or subletting is to be made, (d) in the case of a proposed assignment or subletting pursuant to Section 12.4, all other information reasonably necessary to make the determination referred to in Section 12.4 above and (e) in the case of a Permitted Transfer proposed assignment or subletting pursuant to Section 12.2 above, such information as may be reasonably required by Landlord to determine that such proposed assignment or subletting complies with the requirements of said Section 12.2. The Proposed Transfer Notice No partial subletting shall be given by Tenant to permitted. If Landlord on or before the time that Tenant requests Landlord’s shall consent to the proposed assignment or subletting, as the case may be, then, in such event, Tenant may thereafter sublease in question. Notwithstanding (the foregoing, with respect to a proposed assignment, sublease, whole but not part of the Premises) or other transfer which is permitted without Landlord’s consent assign pursuant to Section 12.2Tenant's notice, Tenant as given hereunder; provided, however, that if such assignment or sublease shall give such Proposed Transfer Notice not be executed and delivered to Landlord on or before the date ten within ninety (1090) business days prior to the occurrence of the proposed assignment, sublease or transfer, except that if Tenant is subject to a confidentiality obligation by operation of a Legal Requirement or by contractual obligation in connection with such assignment, sublease or transfer, then Tenant shall give such Proposed Transfer Notice to Landlord as soon as it is legally permitted to do so, but not later than the date five (5) business days after the occurrence date of Landlord's consent, the proposed assignment, sublease or transfer in questionconsent shall be deemed null and void and the provisions of Section 12.3 shall be applicable.

Appears in 1 contract

Samples: Streamline Inc

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