Affiliated Transfer Clause Samples
The Affiliated Transfer clause allows a party to transfer its rights or obligations under an agreement to an affiliated entity, such as a parent, subsidiary, or commonly controlled company, without requiring the other party's consent. In practice, this means that if a company undergoes internal restructuring or wishes to assign the contract to a related business entity, it can do so freely as long as the transferee meets the definition of an affiliate. This clause facilitates corporate flexibility and streamlines internal reorganizations by removing administrative barriers to transferring contractual interests within a corporate group.
Affiliated Transfer. Notwithstanding the foregoing, Landlord's consent is not required for any Transfer to an Affiliate, as defined below, as long as the following conditions are met:
(a) At least ten (10) business days before the Transfer (or, if confidentiality prohibits advance notice, within five (5) business days after the Transfer), Landlord receives written notice of the Transfer and documentation effecting the Transfer;
(b) The Transfer is not a subterfuge by Tenant to avoid its obligations under this Lease;
(c) If the Transfer is an assignment, Transferee assumes in writing all of Tenant's obligations under this Lease relating to the Leased Premises; and
(d) Transferee has a tangible net worth, as evidenced by financial statements delivered to Landlord and certified by an independent certified public accountant or an officer of the Transferee in accordance with generally accepted accounting principles that are consistently applied ("Net Worth"), at least equal to Tenant's Net Worth either immediately before the Transfer or as of the date of this Lease, whichever is greater.
Affiliated Transfer. Notwithstanding the foregoing, Landlord’s consent is not required for any Transfer to an Affiliate, as defined below, as long as the following conditions are met:
(a) At least ten (10) business days before the Transfer, Landlord receives written notice of the Transfer (as well as any documents or information reasonably requested by Landlord regarding the Transfer or transferee);
(b) The Transfer is not a subterfuge by Tenant to avoid its obligations under this Lease; and
(c) If the Transfer is an assignment, Transferee assumes in writing all of Tenant’s obligations under this Lease relating to the Premises.
Affiliated Transfer. Notwithstanding the foregoing, Tenant shall have ------------------- the right, without the consent of Landlord, but upon prior written notice to Landlord, to assign this Lease or sublet the Leased Premises:
(a) to a company or other entity organized or to be organized by Tenant, provided that Tenant owns or beneficially controls all of the issued and outstanding shares of stock or interests of the company or other entity; (b) to any corporation or entity which controls, is controlled by, or is under common control with the original Tenant under this Lease; or (c) to a successor corporation which results from a merger, consolidation or other non-bankruptcy or insolvency reorganization in which Tenant is not the surviving corporation, so long as the surviving corporation has a net worth at the time of such assignment that is equal to or greater than the net worth of Tenant immediately prior to such transaction. In addition, if Tenant becomes a publicly held corporation whose stock is listed on a national stock exchange or is regularly traded in the over-the-counter market and quoted on NASDAQ, the transfer of shares in Tenant in connection with its public offering shall not be deemed a transfer requiring the consent of Landlord. Any Transfer under this section shall be referred to as an "Affiliated Transfer" and any transferee of an Affiliated Transfer shall be referred to as an "Affiliated Transferee."
Affiliated Transfer. Notwithstanding the foregoing, Tenant shall have the right, without the consent of Landlord, but upon at least ten (10) days’ prior written notice to Landlord, to sublease the Premises or any portion thereof to a company or other entity organized or to be organized by Tenant, provided that Tenant owns or beneficially controls all of the issued and outstanding shares of stock or interests of the company or other entity (“Affiliated Transferee”); further provided, however, that in the event that at any time following such sublease to an Affiliated transferee, Tenant or such Affiliated Transferee wishes to sell, mortgage, devise, hypothecate or in any other manner whatsoever transfer any portion of the ownership or beneficial control of the issued and outstanding shares in the stock or interests of such Affiliated Transferee, then such transfer shall constitute a Transfer under this Lease and subject to all provisions with respect thereto.
Affiliated Transfer. Notwithstanding the foregoing, Tenant shall have the right, without the consent of Landlord, but upon prior written notice to Landlord, to assign this Lease to (a) a company or other entity organized or to be organized by Tenant, provided that Tenant owns or beneficially controls all of the issued and outstanding shares of stock or interests of the company or other entity; (b) an assignment of the Premises to an entity which acquires all or substantially all of the assets of Tenant, or (c) an assignment of the Premises to an entity which is the resulting entity of a merger or consolidation of Tenant (each, an "Affiliated Transferee"); further provided, however, that in the event that at any time following such assignment to an Affiliated Transferee, Tenant or such Affiliated Transferee wishes to sell, mortgage, devise, hypothecate or in any other manner whatsoever transfer any portion of the ownership or beneficial control of the issued and outstanding shares in the stock or interests of such Affiliated Transferee, then such transfer shall constitute a Transfer under this Lease and subject to all provisions with respect thereto.