Change in Control of Lessee. If the sale, assignment, transfer, use, or other disposition of any of the issued and outstanding capital stock of Lessee (or of any successor or assignee of Lessee which is a corporation), or of the interest of any general partner in a partnership owning the leasehold estate created hereby, or of the interest of any member of a joint venture, syndicate, or other group which may collectively own such leasehold estate, shall result in changing the control of Lessee or such other corporation, partnership, joint venture, syndicate, or other group, then such sale, assignment, transfer, use, or other disposition shall be deemed an assignment of this Lease and shall be subject to all the provisions of this Lease with respect to assignments. DEPARTMENT OF PUBLIC LANDS X.X. Xxx 000000, Xxxxxx, XX 00000
Change in Control of Lessee. If Lessee is a corporation, a limited liability company, partnership or other entity, any change in control of such entity shall constitute a transfer of Lxxxxx’s interest in this Lease. As used in this Section and Section 14.6 “control” means the possession directly or indirectly, of the power to direct, or cause the direction of, the management or policies of a person or entity, whether through ownership of voting securities, by contract or otherwise.
Change in Control of Lessee. In the event of a proposed change of control of Lessee, including any pro forma change of control of Lessee (within the meaning of the FCC rules), Lessee shall promptly provide Lessors with all information reasonably necessary for, and the parties shall cooperate in, the preparation and filing with the FCC of the requisite notification to the FCC of such change of control. No such application or notification to the FCC shall constitute a waiver of Lessors’ rights hereunder.
Change in Control of Lessee. (a) For purposes of this Amendment, “Change of Control” means:
Change in Control of Lessee. If:
(a) the Lessee is a company which is neither listed nor wholly owned by a company which is listed on the Australian Stock Exchange; and
(b) there is a proposed change in the shareholding of the Lessee or its holding company so that a different person or group of persons will control the composition of the board of directors or more than 50% of the shares giving a right to vote at general meetings, then the Lessee must not make that change unless it obtains the Lessor’s prior approval and complies with clause 15.2 as if the person or group of persons acquiring control were a proposed assignee.
Change in Control of Lessee. If Lessee is a corporation and there is a Change of Control, the Lessee must comply with clauses 11.2 and 11.3 as if the Lessee proposes to assign this Lease.
Change in Control of Lessee. If the sale, assignment, transfer, use, or other disposition of any of the issued and outstanding capital stock of Lessee (or of any successor or assignee of Lessee which is a corporation), or of the interest of any general partner in a partnership owning the leasehold estate created hereby, or of the interest of any member of a joint venture, syndicate, or other group which may collectively own such leasehold estate, shall result in changing the control of Lessee or such other corporation, partnership, joint venture, syndicate, or other group, then such sale, assignment, transfer, use, or other disposition shall be deemed an assignment of this Lease and shall be subject to all the provisions of this Lease with respect to assignments. For purposes of this Article, if Lessee is a corporation or a limited liability company, “change of control” shall mean any dissolution merger, consideration, or other reorganization of Lessee, or the sale or other transfer of a controlling percentage of the capital stock of the Lessee, or the sale of at least fifty-one percent (51%) of the value of the assets of the Lessee. The term “controlling percentage” means the ownership of, and the right to vote, stock possessing at least fifty-one percent (51%) of the combined total voting power of all classes of Lessee’s capital stock issued, outstanding and entitled to vote for the election of directors. For purposes of this Article, if Lessee is a partnership, joint venture, syndicate or other group which collectively holds this Lease, “change of control” means a withdrawal or change, voluntary or involuntary or by operation of law, of any partner, individual or entity owning more than fifty-one percent (51%) of the beneficial interest in the partnership, joint venture, syndicate or other group. For the purposes of this Article, "control" of any corporation shall be deemed to be vested in the person or persons owning more than fifty percent (50%) of the voting power for the election of the Board of Directors of such corporation, and "control" of a partnership, joint venture, syndicate, or other group shall be deemed to be vested in the person or persons owning more than fifty percent (50%) of the general partner's interest in such partnership or of the total interest in such joint venture, syndicate, or other group. For purposes of determining control by a person, members of the family of any assignor or transferor shall be included. For purposes of this section, "members of the f...
Change in Control of Lessee. If the sale, assignment, transfer, use, or other disposition of any of the issued and outstanding capital stock of Lessee (or of any successor or assignee of Lessee which is a corporation), or of the interest of any general partner in a partnership owning the leasehold estate created hereby, or of the interest of any member of a joint venture, syndicate, or other group which may collectively own such leasehold estate, shall result in changing the control of Lessee or such other DEPARTMENT OF PUBLIC LANDS
Change in Control of Lessee. (a) For the purposes of this clause 12, any change in the effective control of the Lessee (being a corporation other than a public company listed on the main board of the Australian Stock Exchange) or its holding company (within the meaning of the Corporations Act) or of any Trust (of which the Lessee is trustee) is deemed to be an assignment by the Lessee of its interest in the Leased Premises and requires the Lessor’s consent in accordance with clause 12.2.
(b) For this purpose "effective control" means control of the composition of the board of directors (defined as “control” in the Corporations Act) or control of at least one half of the voting power PROVIDED THAT the issue, transfer or transmission of shares to (or to a trustee for) any relative by blood or marriage of the shareholders at the Commencement Date (or the beneficiaries under any trust in the case of shares held by a trustee) or to (or to a trustee for) any employees of the Lessee employed at the date of this Lease is not to be regarded as effecting any change in effective control.
Change in Control of Lessee. (a) As provided in the Lease, in the event of any Change in Control (as defined in the Lease), Owner shall have the right to terminate the Lease, which termination shall be a Lease Termination governed by the provisions of Section 5.
(b) If a Change in Control occurs which results in Lessee being in control of or controlled by persons who (i) have been convicted of felonies in any state or federal court, or (ii) are engaged (or affiliated with any person or entity engaged) in the business of operating (as distinguished from owning) a branded hotel chain having five thousand (5,000) or more guest rooms in competition with Marriott International, Inc., its successors and assigns, then Marriott shall have the right, but not the obligation, in its sole and absolute discretion, to require Owner to terminate the Lease. Upon such notice, Owner shall immediately undertake such actions as may be necessary to terminate the Lease and must within two hundred seventy (270) days after such written notice by Marriott (the "Transition Period"), effect a Lease Termination and Lease Succession in accordance with Section 5. The Transition Period may be extended for one (1) additional period of ninety (90) days if Marriott does not approve a proposed successor lessee designated by Owner or if, at the time of the expiration of the initial term of the Transition Period, Owner is engaged actively in negotiations with a proposed successor Lessee which Marriott has agreed in an Approved Tenant. In the event that a Lease Succession has not occurred prior to the end of the Transition Period, the Lease shall terminate at the end of the Transition Period and all of "Owner's" rights, benefits, privileges and obligations under the Management Agreement with respect to periods after such termination shall automatically revert to Owner. With respect to Lessees not directly or indirectly controlled by CCC, for purposes of this Section 9, the definition of "Change of Control" shall include the acquisition by Lessee or any Affiliate thereof of a branded hotel chain having five thousand (5,000) or more guest rooms in competition with Marriott International, Inc. and its successors. [The Change of Control definition in the Lease for future lessees that are not controlled by CCC shall be modified to reflect this provision].
(c) At any time during the Transition Period, upon Marriott's prior written instruction, which instruction Marriott shall have the right but not the obligation to issue in it...