TO AS A "TRANSFEREE").
IF TENANT SHALL DESIRE LANDLORD'S CONSENT TO ANY
TRANSFER, TENANT SHALL NOTIFY LANDLORD IN WRITING, WHICH NOTICE SHALL INCLUDE:
(A) THE PROPOSED EFFECTIVE DATE (WHICH SHALL NOT BE LESS THAN THIRTY (30) NOR
MORE THAN 180 DAYS AFTER TENANT'S NOTICE), (B) THE PORTION OF THE PREMISES TO BE
TRANSFERRED (HEREIN CALLED THE "SUBJECT SPACE"), (C) THE TERMS OF THE PROPOSED
TRANSFER AND THE CONSIDERATION THEREFOR, THE NAME, ADDRESS AND BACKGROUND
INFORMATION CONCERNING THE PROPOSED TRANSFEREE, AND A TRUE AND COMPLETE COPY OF
ALL PROPOSED TRANSFER DOCUMENTATION, AND (D) FINANCIAL STATEMENTS (BALANCE
SHEETS AND INCOME/EXPENSE STATEMENTS FOR THE CURRENT AND PRIOR THREE (3) YEARS
OR, IF THE PROPOSED TRANSFEREE HAS NOT BE IN EXISTENCE FOR AT LEAST THREE (3)
YEARS, FOR SUCH SHORTER PERIOD OF TIME AS SUCH PROPOSED TRANSFEREE HAS BEEN IN
EXISTENCE) OF THE PROPOSED TRANSFEREE, IN FORM AND DETAIL REASONABLY
SATISFACTORY TO LANDLORD, CERTIFIED BY AN OFFICER, PARTNER OR OWNER OF THE
TRANSFEREE, AND ANY OTHER INFORMATION REASONABLY REQUESTED BY LANDLORD TO ENABLE
LANDLORD TO DETERMINE THE FINANCIAL RESPONSIBILITY, CHARACTER, AND REPUTATION OF
THE PROPOSED TRANSFEREE, NATURE OF SUCH TRANSFEREE'S BUSINESS AND PROPOSED USE
OF THE SUBJECT SPACE, AND SUCH OTHER INFORMATION AS LANDLORD MAY REASONABLY
REQUIRE.
ANY TRANSFER MADE WITHOUT COMPLYING WITH THIS ARTICLE SHALL AT
LANDLORD'S OPTION BE NULL, VOID AND OF NO EFFECT, OR SHALL CONSTITUTE A DEFAULT
UNDER THIS LEASE.
WHETHER OR NOT LANDLORD SHALL GRANT CONSENT, TENANT SHALL PAY
$1,000 TOWARDS LANDLORD'S REVIEW AND PROCESSING EXPENSES SIMULTANEOUS WITH
TENANT'S SUBMISSION OF THE REQUEST FOR LANDLORD'S CONSENT; PROVIDED, HOWEVER,
THAT IF TENANT OR THE PROPOSED TRANSFEREE REQUESTS ANY CHANGES TO THIS LEASE OR
LANDLORD'S STANDARD FORM OF CONSENT IN CONNECTION WITH THE PROPOSED TRANSFER,
AND IF LANDLORD'S REASONABLE COSTS AND EXPENSES (INCLUDING REASONABLE ATTORNEYS'
FEES) EXCEED $1,000.00, TENANT SHALL REIMBURSE LANDLORD FOR SUCH EXCESS COSTS
AND EXPENSES WITHIN TEN (10) BUSINESS DAYS AFTER WRITTEN REQUEST BY LANDLORD.
B.
APPROVAL.
LANDLORD WILL NOT UNREASONABLY WITHHOLD, CONDITION OR
DELAY ITS CONSENT TO ANY PROPOSED TRANSFER OF THE SUBJECT SPACE TO THE
TRANSFEREE ON THE TERMS SPECIFIED IN TENANT'S NOTICE.
THE PARTIES HEREBY AGREE
THAT IT SHALL BE REASONABLE UNDER THIS LEASE AND UNDER ANY APPLICABLE LAW FOR
LANDLORD TO WITHHOLD CONSENT TO ANY PROPOSED TRANSFER WHERE ONE OR MORE OF THE
FOLLOWING APPLIES (WITHOUT LIMITATION AS TO OTHER REASONABLE GROUNDS FOR
WITHHOLDING CONSENT): (I) THE TRANSFEREE IS OF A CHARACTER OR REPUTATION OR
ENGAGED IN A BUSINESS WHICH IS NOT CONSISTENT WITH THE QUALITY OR NATURE OF THE
PROPERTY OR OTHER TENANTS OF THE PROPERTY, OR WOULD BE A SIGNIFICANTLY LESS
PRESTIGIOUS OCCUPANT OF THE PROPERTY THAN TENANT, (II) THE TRANSFEREE INTENDS TO
USE THE SUBJECT SPACE FOR PURPOSES WHICH ARE NOT PERMITTED UNDER THIS LEASE,
(III) THE SUBJECT SPACE IS NOT REGULAR IN SHAPE WITH APPROPRIATE MEANS OF
INGRESS AND EGRESS SUITABLE FOR NORMAL RENTING PURPOSES, WOULD RESULT IN MORE
THAN A REASONABLE NUMBER OF OCCUPANTS, OR WOULD REQUIRE INCREASED SERVICES BY
LANDLORD, (IV) THE TRANSFEREE IS EITHER A GOVERNMENT (OR