Common use of Change of Partners Clause in Contracts

Change of Partners. If Tenant is a Partnership Tenant, (i) the admission of new Partners, the withdrawal (in the ordinary course of business), retirement, death, incompetency or bankruptcy of any Partner, or the reallocation of partnership interests among the Partners shall not constitute an assignment of this Lease unless Partners holding in the aggregate not less than 51 % of the partnership interests in Partnership Tenant immediately prior to such event remain as Partners holding not less than 51% of the partnership interests in Partnership Tenant during the 12-month period immediately following such event (i.e., the transfer, by any of the foregoing means, of more than 49% of the partnership interests in Partnership Tenant, except among the Partners, in any consecutive 12-month period shall constitute an assignment of this Lease subject to the provisions of Article 16), and (ii) the reorganization of Partnership Tenant into a professional corporation or a limited liability partnership, or the reorganization of Tenant from a professional corporation or a limited liability partnership into a partnership, shall not constitute an assignment of this Lease, if immediately following such reorganization the Partners or shareholders, as the case may be, of Tenant shall be less than 51% of those existing immediately prior to such reorganization, and shall remain fully liable, jointly and severally, under this Lease as provided in this Article 29 (subject to the inherent limitations of liability in such business organization).

Appears in 6 contracts

Samples: Lease (MSGE Spinco, Inc.), Lease Agreement (MSG Entertainment Spinco, Inc.), Lease Agreement (MSG Entertainment Spinco, Inc.)

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Change of Partners. If Tenant is a Partnership Tenantpartnership, (ia) the admission of new Partnerspartners, the withdrawal (in the ordinary course of business), retirement, death, incompetency or bankruptcy of any Partnerpartner, or the reallocation of partnership interests among the Partners general partners of Tenant (the "Partners") shall not constitute an assignment of this Lease unless provided that Partners holding in the aggregate not less than 51 80% of the partnership interests in Partnership Tenant immediately prior to such event remain as Partners holding not less than 51% of the partnership interests in Partnership Tenant during the any consecutive 12-month period immediately following such event (i.e., the transfer, by any of the foregoing means, of more than 4920% of the partnership interests in Partnership Tenant, except among the Partners, Tenant in any consecutive 12-month period shall constitute an assignment of this Lease subject to the provisions of Article 1615), and (iib) the reorganization of Partnership Tenant into a professional corporation corporation, a limited liability company or a limited liability partnership, or the reorganization of Tenant from a professional corporation corporation, limited liability company or a limited liability partnership into a partnership, shall not constitute an assignment of this Lease, if provided that immediately following such reorganization the Partners members, partners or shareholders, as the case may be, of Tenant shall be less than 51% of the same as those existing immediately prior to such reorganization, and shall remain fully liablefully, jointly and severally, severally liable under this Lease as provided in this Article 29 (subject to the inherent limitations of liability in such business organization)Section 29.

Appears in 2 contracts

Samples: Office Building Lease (Imanage Inc), Office Building Lease (Imanage Inc)

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