Transfers Prohibited Without Consent. Tenant shall not, without the prior written consent of Landlord in each instance which may be withheld in Landlord's sole opinion and discretion, sell, assign or otherwise transfer this Agreement, or Tenant's interest in the Leased Property together with all interests of Tenant in all property of any nature located and used at the Leased Property (including without limitation Tenant's Personal Property and the P&E Replacements), in whole or in part, or any rights or interest which Tenant may have under this Agreement, or sublet any part of the Leased Property, or grant or permit any lien or encumbrance on or security interest in Tenant's interest in this Agreement; notwithstanding the foregoing, Tenant shall be permitted to grant sublease, rental or other occupancy rights in the Facility to individual residents in connection with the operation of the Leased Property in accordance with the Permitted Use. Notwithstanding the foregoing, Tenant may sell, assign or otherwise transfer this Agreement, or Tenant's interest in the Leased Property, in whole but not in part, without the consent of the Landlord, to an Affiliated Person or to Guarantor provided (i) Tenant gives Landlord prior written notice of such sale or assignment, (ii) Tenant shall remain liable under this Agreement for the remaining Term, and (iii) such assignee or purchaser shall continue to operate the Leased Premises as a first class assisted living and dementia care facility consistent with other assisted living and dementia care facilities being operated by Guarantor and its Affiliated Persons. Landlord shall not, without the prior written consent of Tenant in each instance which may be withheld in Tenant's sole opinion and discretion, sell, assign or otherwise transfer this Agreement, or Landlord's interest in the Leased Property, in whole or in part, or any rights or interest which Landlord may have under this Agreement, either directly or indirectly in the form of a Facility Mortgage as contemplated under Article 19 hereof, to a direct competitor of Tenant or Guarantor. In the event that a direct competitor of Tenant or Guarantor becomes a Mortgagee of the Leased Property the subordination provisions of Section 19.1 shall not apply.
Transfers Prohibited Without Consent. Except as provided below, Tenant shall not, without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, in each instance, sell, assign or otherwise transfer this Lease, or Tenant's interest in the Leased Property, in whole or in part, or any rights or interest which Tenant may have under this Lease, or sublet the Leased Property, or any part thereof. When given, the consent of Landlord to an assignment, transfer, subletting shall in no event be construed to relieve Tenant or such assignee or subtenant from the obligation of obtaining the express consent in writing of Landlord to any further assignment, transfer or subletting. Any assignment, transfer or sublease in violation of this Paragraph 15 shall be voidable at
Transfers Prohibited Without Consent. Tenant shall not, without ------------------------------------ the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed, in each instance, sell, assign or otherwise transfer this Lease, or Tenant's interest in the Premises, in whole or in part, or any rights or interest which Tenant may have under this Lease, or sublet the Premises, or any part thereof, or grant or permit any lien or encumbrance on or security interest in Tenant's interest in this Lease. When given, the consent of Landlord to an assignment, transfer, subletting or encumbrance shall in no event be construed to relieve Tenant or such assignee or subtenant from the obligation of obtaining the express consent in writing of Landlord to any further assignment, transfer, subletting or encumbrance. Any assignment, transfer, sublease or encumbrance in violation of this Article shall be voidable at Landlord's option. Notwithstanding the foregoing, Tenant may assign or sublet the Premises to any affiliate of Guarantor (hereinafter defined) without first obtaining the consent of Landlord, so long as the Guaranty contemplated by Paragraph 51 hereof shall remain in full force and effect.
Transfers Prohibited Without Consent. ALS Holdings shall not, without the prior written consent of PSLT-ALS Holdings, which consent may be withheld in PSLT-ALS Holdings' sole and absolute discretion, in each instance, sell, assign, pledge, hypothecate or otherwise transfer its ownership interest in any Alterra Lessee, in whole or in part, or any rights or interest which ALS Holdings may have under this Agreement. For the purposes of this Paragraph 6(a), except to the extent expressly permitted pursuant to this Paragraph 6, a Change of Control shall be deemed to constitute a prohibited sale of an ownership interest in each of the Alterra Lessees. If Guarantor pledges all or any portion of the equity interests in ALS Holdings, and if the holder of such pledge forecloses on its security interest in such equity interests, then the Person (including the pledgee) that acquires the pledged equity interests at foreclosure or otherwise and the circumstances of such transfer must comply with the provisions of this Paragraph 6. If given, the consent of PSLT-ALS Holdings to any such transfer shall in no event be construed to relieve ALS Holdings or such transferee from the obligation of obtaining the express consent in writing of PSLT-ALS Holdings to any further transfer. Any assignment or transfer in violation of this Paragraph 6(a) shall be voidable at PSLT-ALS Holdings' option.
Transfers Prohibited Without Consent. Except as provided in Section 13.4 hereof, Tenant shall not, without the prior written consent of Landlord, in each instance, sell, assign or otherwise transfer this Lease, or Tenant's interest in the Premises, in whole or in part, or any rights or interest which Tenant may have under this Lease, or sublet the Premises, or any part thereof, or grant or permit any lien or encumbrance on or security interest in Tenant's interest in this Lease. If given, the consent of Landlord to an assignment, transfer, subletting or encumbrance shall in no event be construed to relieve Tenant or such assignee or subtenant from the obligation of obtaining the express consent in writing of Landlord to any further assignment, transfer, subletting or encumbrance. In addition, any such approved assignee shall expressly assume this Lease by an agreement in recordable form, an original executed counterpart of which shall be delivered to Landlord prior to any assignment of the Lease. Any assignment, transfer, sublease or encumbrance in violation of this Article shall be voidable at Landlord's option. The terms of Section 23.9 shall not be applicable to Landlord's approval hereunder.
Transfers Prohibited Without Consent. Tenant, and/or any Guarantor of Tenant, shall not without the prior written consent of Landlord, which consent may be withheld or conditioned by Landlord in its sole discretion, either voluntarily, or by operation of law, assign, transfer, mortgage, pledge, hypothecate or encumber this Lease or any interest therein, and shall not sublet the said Premises or any part thereof, or any right or privilege appurtenant thereto, or allow any other person (the employees, agents, servants and invitees of Tenant excepted) to occupy or use the said Premises, or any portion thereof. In determining whether (or not) to grant its consent, Landlord shall have the right to request from any potential assignee or subtenant such financial and operational information as Landlord shall determine in order to reasonably satisfy itself that a potential assignee or subtenant and guarantor(s) have suitable experience and financial strength. Consent to one assignment, subletting, occupation or use by any other person shall not be deemed to be consent to any subsequent assignment, subletting, occupation or use by another person. Consent to any such assignment or subletting shall in no way relieve Tenant or any Guarantor of any liability under this Lease. Any such assignment or subletting without such consent shall be void, and shall, at the option of the Landlord, constitute a default under the terms of this Lease.
Transfers Prohibited Without Consent. Except for Permitted Transfers (as defined below), this Note shall not be transferable, negotiable or assignable otherwise than by the operation of law without the prior written consent of Maker, and any purported transfer, negotiation or assignment of this Note without the prior written consent of Maker shall be void and of no force or effect. The term "Permitted Transfers" shall mean transfers between Holder and its Subsidiaries.
Transfers Prohibited Without Consent. Tenant shall not, other than to Primrose Retirement Communities, LLC, without the prior written consent of Landlord in each instance, which consent may be withheld in Landlord’s sole opinion and discretion, sell, assign, sublease, license, concession or otherwise transfer this Lease, or Tenant’s interest in the Leased Property together with all interests of Tenant in all property of any nature located and used at the Leased Property (including without limitation Tenant’s Personal Property), in whole or in part, or any rights or interest which Tenant may have under this Lease, or sublet, license or concession any part of the Leased Property, or grant or permit any Lien or encumbrance on or security interest in Tenant’s interest in this Lease, except as set forth in this Article 16. Any sale, assignment, sublease, license, concession or transfer of this Lease without the prior written consent of Landlord shall be voidable at Landlord’s option.
Transfers Prohibited Without Consent. Except as provided in Section 16.7 and Section 16.8 hereof, Tenant shall not, without the prior written consent of Landlord, in each instance, sell, assign, sublease or otherwise transfer this Agreement, or Tenant's interest in the Leased Property, in whole or in part, or any rights or interest which Tenant may have under this
Transfers Prohibited Without Consent. (a) Tenant shall not, without the prior written consent of Landlord, and if applicable, the Facility Mortgagee, in each instance, which may be withheld in Landlord’s and Facility Mortgagee’s sole opinion and discretion, sell, assign or otherwise transfer this Agreement, or any or all of Tenant’s interest in the Leased Property together with all interests of Tenant in all property of any nature located and used at the Leased Property (including without limitation Tenant Personal Property and the FF&E Replacements), in whole or in part, or any rights or interest which Tenant may have under this Agreement, or sublet any part of the Leased Property, or grant or permit any lien or encumbrance on or security interest in Tenant’s interest in this Agreement. Notwithstanding the foregoing, Tenant shall be permitted to grant sublease, rental or other occupancy rights in the Facility to individual residents in connection with the operation of the Leased Property in accordance with the Permitted Use. Landlord has consented to Tenant entering into the subleases with the Subtenants for each Facility in the form provided to Landlord on or about the Effective Date.
