Common use of Additional Transfers Clause in Contracts

Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (a) the dissolution, merger, consolidation or other reorganization of Tenant or (b) the sale or other transfer of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (c) the sale, mortgage, hypothecation or pledge of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) except as otherwise provided in Section 14.7 below, if Tenant is a closely held corporation (i.e.I.E., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or or, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), ) within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For Except as otherwise provided in Section 14.7 below for purposes of this Lease, the term “"Transfer” " shall also include (i) if Tenant is a partnership or a limited liability companypartnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or [***] Confidential portions of this document have been redacted and filed separately with the Commission. transfer of fifty twenty-five percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, period or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., i.e. whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or Tenant, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month 12) month period.

Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of fifty percent (50%) or more of partnership partnership, ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (bB) the sale or other transfer of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include include: (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of more than fifty percent (50%) or more of the partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, ; and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or Tenant, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company membership without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (bB) the sale or other transfer of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For Subject to Section 14.7 below, for purposes of this Lease, the term “Transfer” shall also include include: (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of more than fifty percent (50%) or more of the partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, ; and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant Tenant, or (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period. Notwithstanding the foregoing, or (c) the sale, mortgageissuance or transfer of Tenant’s capital stock or membership interests pursuant to an equity financing or public offering shall not be deemed an assignment, hypothecation subletting or pledge any other Transfer of an aggregate of fifty percent (50%) this Lease or more of the value of the unencumbered assets of Tenant within a twelve (12)-month periodPremises.

Additional Transfers. For Except as provided in Section 10.5 below, for purposes of this Lease, the term “Transfer” shall also include (ia) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of more than fifty percent (50%) or more of the partnership ownership or membership interests (as applicable)of Tenant, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (iib) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (ai) the dissolution, merger, consolidation or other reorganization of Tenant Tenant, or (bii) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (ciii) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month 12) month period.

Additional Transfers. For Subject to Section 14.7 below, for purposes of this Lease, the term “Transfer” shall also include include: (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of more than fifty percent (50%) or more of the partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, ; and (ii) if Tenant is a closely held corporation (i.e., whose stock or whose parent’s stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant Tenant, or (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or deathdeath or to current shareholders), within a twelve (12)-month period. Notwithstanding the foregoing, or (c) the sale, mortgageissuance or transfer of Tenant’s capital stock or membership interests pursuant to an equity financing or public offering shall not be deemed an assignment, hypothecation subletting or pledge any other Transfer of an aggregate of fifty percent (50%) this Lease or more of the value of the unencumbered assets of Tenant within a twelve (12)-month periodPremises.

Additional Transfers. For purposes of this Lease, the term “Transfer” "TRANSFER" shall also include (i) if Tenant is a partnership or a limited liability companypartnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the IRVINE OAKS EXECUTIVE PARK [Kofax Image Products, Inc.] 43 partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (bB) the sale or other transfer of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include the following (subject, however, to the provisions of Section 14.7 below): (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of more than fifty percent (50%) or more of the partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, ; and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or Tenant, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month 12) month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " -------------------- shall also include (i) if Tenant is a partnership or a limited liability companypartnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty PIMCO Advisors, L.P. as a constituent partner or if other than the original Tenant executing this Lease, twenty-five percent (5025%) or more of the partners, officers or members, as applicable, or transfer of fifty twenty-five percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (b) Tenant, the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month 12) month period.

Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include the following (subject, however, to Section 14.7 below): (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of more than fifty percent (50%) or more of the partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, ; and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or Tenant, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or deathdeath or in connection with any initial public offering), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month 12) month period.

Additional Transfers. For Subject to the terms of Section 14.8, below, for purposes of this Lease, the term “Transfer” shall also include (i) if Tenant is a partnership or a limited liability companypartnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership interests, other than to immediate family members or membership interests (as applicable)family trusts by reason of gift or death, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (bB) the sale or other transfer of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members or family trusts by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty twenty-five percent (5025%) or more of the partners, officers partners or members, members (as applicable), or transfer of fifty twenty-five percent (5025%) or more of partnership ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company (as applicable) without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (b) Tenant, the sale or other transfer of more than an aggregate of fifty twenty-five percent (5025%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cB) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty twenty-five percent (5025%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of more than fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of more than fifty percent (50%) or more of partnership partnership, ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (bB) the sale or other transfer of an aggregate of more than fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month 12) month period, or (cC) the sale, mortgage, hypothecation or pledge of an aggregate of more than fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month 12) month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers or members, as applicable, or transfer of fifty percent (50%) or more of partnership partnership, ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or (bB) the sale or other transfer of an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to existing shareholders or to immediate family members by reason of gift or death), within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) except as otherwise provided in Section 14.7 below, if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or or, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), ) within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.

Additional Transfers. For purposes of this Lease, the term “"Transfer” " shall also include (i) if Tenant is a partnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, officers partners or members, as applicable, or transfer of fifty percent (50%) or more of partnership ownership or membership interests (as applicable)interests, within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof, and (ii) except as otherwise provided in Section 14.7 below, if Tenant is a closely held corporation (i.e.I.E., whose stock is not publicly held and not traded through an exchange or over the counter), (aA) the dissolution, merger, consolidation or other reorganization of Tenant or or, (bB) the sale or other transfer of more than an aggregate of fifty percent (50%) or more of the voting shares of Tenant (other than to immediate family members by reason PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] of gift or death), ) within a twelve (12)-month period, or (cC) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) or more of the value of the unencumbered assets of Tenant within a twelve (12)-month period.