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ARTICLE · 29 MAY 2019

Understanding Landlord Consents In Share And Asset Purchase Transactions

Transactions, whether share or asset purchase, may involve the transfer of real property interests.

CanadaReal Estate and Construction

Transactions, whether share or asset purchase, may involve the transfer of real property interests. Some important considerations when drafting agreements for these transactions are:

  • Are there any leases that are a part of the transferred assets?
  • If so, is landlord consent required for assignment or change of control under these leases?
  • Are the leases material, such that failure to maintain or transfer the lease on closing will materially adversely impact the deal?

Landlord consents are a crucial aspect of such deals and proper drafting of the agreement and interpretation of landlord consent provisions in leases can save time and undue stress. Careful attention must be paid to the wording of assignment and transfer clauses in subject lease agreements.

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