Affiliated Companies/Restructuring of Business Organization. The assignment or subletting by Tenant of all or any portion of this Lease or the Premises to (i) a direct or indirect parent or subsidiary of Tenant, or (ii) any person or entity which controls, is controlled by or under common control with Tenant, directly or indirectly, or (iii) any entity which purchases all or substantially all of the assets of Tenant, or (iv) any entity into which Tenant is merged or consolidated (all such persons or entities described in (i), (ii), (iii) and (iv) being sometimes hereinafter referred to as "Affiliates") shall not be deemed a Transfer under this Article 14, provided that:
14.7.1 Any such Affiliate was not formed as a subterfuge to avoid the obligations of this Article 14;
14.7.2 Tenant gives Landlord written notice of any such assignment or sublease to an Affiliate;
14.7.3 Any such Affiliate that is an assignee of Tenant's entire interest in this Lease has, as of the effective date of any assignment, a tangible net worth and net income, in the aggregate, computed in accordance with generally accepted accounting principles (but excluding goodwill as an asset), which is sufficient to meet the obligations imposed by the assignment;
14.7.4 Any such assignment or sublease shall be subject to all of the term and provisions of this Lease, and such assignee shall assume, in a written document reasonably satisfactory to Landlord and delivered to Landlord upon or prior to the effective date of such assignment, all the obligations of Tenant under this Lease; and
14.7.5 Tenant shall remain fully liable for all obligations to be performed by Tenant under this Lease.
Affiliated Companies/Restructuring of Business Organization. The assignment or subletting by Tenant of all or any portion of this Lease or the Premises to (i) a parent or subsidiary of Tenant, or (ii) any person or entity which controls, is controlled by or under common control with Tenant, or (iii) any entity which purchases all or substantially all of the assets of Tenant, or (iv) any entity into which Tenant is merged or consolidated (all such persons or entities described in (i), (ii), (iii) and (iv) being sometimes hereinafter referred to as "Affiliates") shall not be deemed Transfer under this Article 14, provided that:
Affiliated Companies/Restructuring of Business Organization. Occupancy of all or part of the Premises by a subsidiary or affiliated companies of Tenant ( a "Permitted Assignee") shall not be deemed an assignment or subletting provided that such subsidiary or affiliated companies were not formed as a subterfuge to avoid the obligation of this Article 12 and Tenant owns more than a fifty-percent (50%) interest if such entity is controlled by Tenant. If Tenant is a corporation, unincorporated association, trust or general or limited partnership, then the sale, assignment, transfer or hypothecation of any shares, partnership interest, or other ownership interest of such entity which from time to time in the aggregate exceeds fifty-percent (50%) of the total outstanding shares, partnership interests or ownership interests of such entity or which effects a change in the management or control of Tenant, or the dissolution, merger, consolidation, or other reorganization of such entity, or the sale, assignment, transfer or hypothecation of more than forty-percent (40%) of the value of the assets of such entity, shall be deemed an assignment subject to the provisions of this Article 12.
Affiliated Companies/Restructuring of Business Organization. Occupancy of all or part of the Premises by a parent or wholly-owned subsidiary company of Lessee or by a wholly-owned subsidiary company of Lessee's parent company (collectively, "Affiliated Companies") shall not be deemed an assignment or subletting provided that any such Affiliated Companies were not formed as a subterfuge to avoid the obligations of this Article 12.
Affiliated Companies/Restructuring of Business Organization. The assignment or subletting by Tenant of all or any portion of this Lease or the Premises to (i) a parent or subsidiary of Tenant, or (ii) any person or entity which controls, is controlled by or under the common control with Tenant, or (iii) any entity which purchases all or substantially all of the assets of Tenant, or (iv) any entity into which Tenant is merged or consolidated (all such persons or entities described in clauses (i), (ii), (iii) and (iv) being sometimes herein referred to as "Affiliates") shall not be deemed a Transfer under this Section 14 (hence, the aforesaid events shall not be subject to obtaining Landlord's prior consent; Landlord shall not have any right to receive any Transfer Premium in connection therewith; and Landlord shall not have the recapture rights described in Section 14.5 above), provided in all instances that:
14.8.1 any such Affiliate was not formed as a subterfuge to avoid the obligations of this Section 14;
Affiliated Companies/Restructuring of Business Organization. Notwithstanding the foregoing provisions of this Article 14 to the contrary, the assignment or subletting by Tenant of all or any portion of this Lease or the Premises to (i) a parent or wholly owned subsidiary of Tenant, (ii) any person or entity which controls, is controlled by or under common control with Tenant (control being defined for such purposes as ownership of at least 50% of the equity interest in, or the power to direct the management of, the relevant entity), (iii) any entity which purchases all or substantially all of the assets of Tenant, or (iv) any entity into which Tenant is merged or consolidated (all such persons or entities described in (i), (ii), (iii) and (iv) being sometimes hereinafter referred to as “Affiliates”) shall not be deemed a Transfer under this Article 14, and thus shall not be subject to Landlord’s consent in Section 14.2 above, Landlord’s recapture right in Section 14.4 above, or Landlord’s right to receive any Transfer Premium pursuant to Section 14.3 above, provided that:
14.7.1 any such Affiliate was not formed, and such transaction was not entered into, as a subterfuge to (i) avoid the obligations of this Article 14, or (ii) adversely affect the ability of Tenant to satisfy its obligations under this Lease;
14.7.2 Tenant gives Landlord at least five (5) days’ prior notice of any such transaction;
14.7.3 the Affiliate’s tangible net worth (as determined by Landlord in good faith) is sufficient for the Affiliate to satisfy its obligations under this Lease over the Lease Term (in the event of an assignment) or under the sublease over the term of the sublease (in the event of a sublease);
14.7.4 the Affiliate (or if the Affiliate is a newly formed entity, the management of the Affiliate) has proven experience in the operation of a first-class business of a type consistent with the use of the Building as a first-class office Building;
14.7.5 any such assignment or sublease shall be subject and subordinate to all of the terms and provisions of this Lease;
14.7.6 any such assignee or sublessee shall assume, in a written document delivered to Landlord upon or prior to the effective date of such assignment or sublease, all the obligations of Tenant under this Lease with respect to the Subject Space which is the subject of such assignment or sublease (other than the amount of Base Rent and Tenant’s Share of Operating Expenses, Tax Expenses and Utilities Costs payable by Tenant with respect to a sublease); provided, however,...
Affiliated Companies/Restructuring of Business Organization. Any contrary provision of this Article 11 notwithstanding, the assignment by Tenant of all of its rights under this Lease or the subletting by Tenant of all or any portion of the Premises to (i) a parent or subsidiary of Tenant, (ii) any person or entity which controls, is controlled by or under common control with Tenant, (iii) any entity which purchases all or substantially all of the assets or stock of Tenant, (iv) any entity into which Tenant is merged or consolidated, (v) any entity which results from the merger or consolidation of entities which control, are controlled by or under common control with Tenant, or (vi) the temporary use or occupancy of portions of the Premises by a party or parties in connection with the transaction of business with Tenant or with an entity which is controlled by, controls or is under common control with Tenant (all such persons or entities described in (i), (ii), (iii), (iv), (v) and (vi) being sometimes hereinafter referred to as “Affiliates”) shall not be deemed a Transfer under this Article 11 and thus shall not be subject to Landlord’s prior consent, and Landlord shall not be entitled to any Net Rental Profit resulting therefrom, provided that:
Affiliated Companies/Restructuring of Business Organization. Occupancy of all or part of the Premises by parent, subsidiary, or affiliated companies of Tenant shall not be deemed an assignment or subletting provided that such parent, subsidiary or affiliated companies were not formed as a subterfuge to avoid the obligation of this Section 21.01. If Tenant is a corporation, unincorporated association, trust or general or limited partnership, then the sale, assignment, transfer or hypothecation of any shares, partnership interest, or other ownership interest of such entity which from time to time in the aggregate exceeds twenty-five percent (25%) of the total outstanding shares shall be deemed an assignment subject to the provisions of this Section 21.01.
Affiliated Companies/Restructuring of Business Organization. Occupancy of all or part of the Premises by any parent, subsidiary, or affiliated companies of Tenant or of Tenant’s parent or of Tenant’s subsidiary shall not be deemed an assignment or subletting. Furthermore, without limiting the generality of the foregoing, Tenant may assign this Lease at any time, or sublease all or part of the Premises, without receipt of Landlord’s consent, to any entity which acquires all or part of Tenant, or which is acquired in whole or in part by Tenant, or which is controlled directly or indirectly by Tenant, or which entity controls, directly or indirectly, Tenant (“Affiliate”), or which owns or is owned by the Affiliate.
Affiliated Companies/Restructuring of Business Organization. Occupancy of all or part of the Premises by a parent, subsidiary, affiliated companies of Lessee or of Lessee’s parent or of Lessee’s subsidiary shall not be deemed an assignment or subletting provided that any such affiliated companies were not formed as a subterfuge to avoid the obligations of this Article 12. Furthermore, without limiting the generality of the foregoing, Lessee may assign the Lease at any time, or sublease all or part of the Premises, without receipt of Lessor’s consent, to any entity which acquires all or part of Lessee, or which is acquired in whole or in part by Lessee, or which is controlled directly or indirectly by Lessee, or which entity controls, directly or indirectly, Lessee (“Affiliate”), or which owns or is owned by the Affiliate, so long as such transaction was not entered into as a subterfuge to avoid the obligations and restrictions of the Lease.
