Reso 2003-604 - Laserfiche WebLink

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ARTICLE 10 ASSIGNMENT AND SUBLETTING 10.! Landlord's Consent Required. 10.1.1 Tenant shall not assign this Lease or Tenant's interest in and to the Premises without obtaining the prior written consent of Landlord, which consent shall not be unreasonably withheld. Any attempted assignment without such consent shall be void, and shall constitute a default by Tenant under this Lease. For purposes of this Article, the terms "assign" and "assignment" shall include any (i) act attempting to, or document purporting to, assign, transfer, enter into license or concession agreements for, change ownership of, or hypothecate this Lease or Tenant's interest in and to the Premises or any part thereof, (ii) change in the majority ownership of Tenant. 10.1.2 Notwithstanding the foregoing subsection, Tenant shall have the right to assign this Lease without the consent of, but with notice to, Landlord, to any entity which is an affiliate or a wholly-owned subsidiary of Tenant. 10.1.3 Any permitted assignee, transferee, licensee, concessionaire, or mortgagee shall agree for the benefit of Landlord to be bound by, assume, and perform all of the terms, covenants, and conditions of this Lease. 10.1.4 Notwithstanding anything contained herein to the contrary and except for any arrangement for the provision of liquor service, Tenant shall not sublet, assign or enter to a management arrangement for the Premises on any basis such that the rent or other amounts to be paid by any subtenant, assignee or manager thereunder would be based, in whole or in part, on the income or profits derived from the business activities of such subtenant, assignee or manager on the Premises. 10.2 No Release of Ten ant. 10.2.1 No assignment shall release Tenant of Tenant's obligation or alter the primary liability of Tenant to pay the rent and to perform all other obligations to be performed by Tenant hereunder. The acceptance of rent by Landlord from any other person shall not be deemed to be a waiver by Landlord of any provision hereof. In the event of default by any assignee of Tenant or any successor Tenant, in the performance of any of the terms hereof, Landlord may proceed directly against Tenant without the necessity of exhausting remedies against such assignee. Landlord may consent to subsequent assignments of this Lease or amendments or modifications to this Lease with assignees of Tenant, upon notice to Tenant, or any successor of Tenant, and after obtaining Tenant's or such successor's consent thereto, and such action shall not relieve Tenant ofliability under this Lease. 10.2.2 Notwithstanding the foregoing subsection, in the event of an assignment otherwise in compliance with this Article, Landlord may, but shall have no obligation to, release Tenant from its primary liability under this Lease. In order to obtain such release, Tenant shall submit a written request to Landlord therefor, together with the following information for the - 14 -