9. Assignments & Subleases

Question 1

What is the difference between Assignments and Subleases?

Answer 1

Assignment - Whole transfer of remaining term

Sublease - Part transfer of remaining term

Question 2

Can Landlord prohibit assignments/sublease?

Answer 2

If NO written approval - Yes

If written approval BUT expressly reserved right to prohibit - Yes

Question 3

When is consent required?

Answer 3

Assignment/Sublease by Tenant

- Landlord’s consent may be required

Question 4

What are the privity relationships for Assignments/Subleases?

Answer 4

Assignment by Landlord

• Privity of estate (Assignee + Tenant)
• Privity of contract (Landlord + Tenant)

Assignment by Tenant

• Privity of estate (Assignee + Landlord)
• Privity of contract (Landlord + Tenant)

Sublease by Tenant
- Privity of estate/contract (Landlord + Tenant)

*Privity of contract is always between original parties to the lease

Question 5

What are the liabilities under Assignment/subleases?

Answer 5

Assignment by Landlord

• Assignee is first liable for covenants that run with the land + lease
• Landlord is second liable

Assignment by Tenant

• Assignee is liable for covenants that run with the land
• Tenant is liable for covenants in lease + rent

Sublease by Tenant
- Tenant is liable for covenants in lease + rent