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11. ASSIGNMENT AND SUBLETTING. 11. 01 Lessor's Consent. Required. Lessee shall not voluntarily or by operation of law assign, transfer, mortgage, sublet or otherwise transfer or encumber all or any part of Lessee's interest in this Lease or in the Leased Premises, without Lessor's prior written consent, which consent shall not be unreasonably withheld. Lessor shall respond to Lessee's request for consent thereunder in a timely manner and any attempted assignment, transfer, mortgage, encumbrance or subletting without such consent shall be void, and shall constitute a breach of this Lease. 11. 02 No Release of Lesse@. No subletting or assignment as approved by Lessor shall release Lessee of Lessee's obligation or alter the primary liability of Lessee to pay the rent and to perform all other obligations to be performed by Lessee hereunder. The acceptance of rent by Lessor from any other person shall not be deemed to be a waiver by Lessor of any provision hereof. Consent to one assignment or subletting shall not be deemed consent to any subsequent assignment or subletting. In the event of default by any assignee of Lessee or any successor of Lessee in the performance of any of the terms hereof, Lessor may proceed directly against Lessee without the necessity of exhausting remedies against said assignee. Lessor may consent to subsequent assignments or subletting of this Lease .-/ amendments or modifications to this Lease with assignees of or Lessee, without notifying Lessee, or any successor of Lessee, and without obtaining Lessee's consent thereto, and such action shall not relieve Lessee of liability under this Lease. 11. 03 Lessor waives any lien rights it may have concerning the Lessee Facilities which are deemed Lessee's G:\SITES\LEASING\S99A \CITYLSE.DOC SITE #599A 17 -.