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ARTICLE XII ASSIGNMENT/SUBLEASE Section 12.01. Assignment. This Agreement may not be assigned by either parry without the prior written consent of the other party, except that this Agreement may be assigned by MiLB to any person or entity who acquires a Team (by any form of acquisition), with the approval of Major League Baseball, provided that any such assignee explicitly assumes in writing MiLB's duties and responsibilities under this Agreement (in which case the liability of MiLB shall cease with respect to liabilities accruing from and after such transfer). Section 12.02. Sublease. (a) MiLB may sublease, at any time during the Term, any portion of the Facility. for ongoing retail, commercial and/or professional purposes as long as such activity meets all local zoning codes and remains an activity permitted by Section 5.01 hereof. All revenues derived from subletting any of the foregoing shall be retained solely by MiLB. Any such sublease shall remain subordinate to this Lease. (b) At the County's request, MiLB agrees to promptly consider making the Facility available to a Team for traditional spring training uses in the manner and subject to the terms provided in Section 5.03 hereof. In addition MiLB will work with Major League Baseball to schedule other Major League Baseball events at the Facility. (c) MiLB shall not sublease all or substantially all of the Facility without the prior written approval of the County, which approval shall be at the sole discretion of the County, and no such sublease shall be for a term which extends beyond the underlying lease term without the express prior written consent of the County. ARTICLE XIII MISCELLANEOUS Section 13.01. Notices. Any notice required by or permitted under this Agreement shall be in writing and shall be deemed delivered when delivered by hand or by overnight delivery service, addressed as follows (or to such other address as a party shall inform the other party): Page 19 of 29