Common use of Conversion to a Limited Liability Entity Clause in Contracts

Conversion to a Limited Liability Entity. Notwithstanding anything contained herein to the contrary, if Tenant is a limited or general partnership (or is comprised of two (2) or more persons, individually or as co-partners, or entities), the change or conversion of Tenant to (a) a limited liability company, (b) a limited liability partnership, or (c) any other entity which possesses the characteristics of limited liability (any such limited liability entity is collectively referred to herein as a “Successor Entity”) shall be prohibited unless the prior written consent of Landlord is obtained, which consent may be withheld in Landlord’s sole discretion. 18.4.1. Notwithstanding the preceding paragraph, Landlord agrees not to unreasonably withhold or delay such consent provided that: 18.4.1.1. The Successor Entity succeeds to all or substantially all of Tenant’s business and assets; 18.4.1.2. The Successor Entity shall have a tangible net worth (Tangible Net Worth), determined in accordance with generally accepted accounting principles, consistently applied, of not less than the greater of the Tangible Net Worth of Tenant on (a) the date of execution of the Lease, or (b) the day immediately preceding the proposed effective date of such conversion; and 18.4.1.3. Tenant is not in default of any of the terms, covenants, or conditions of this Lease on the proposed effective date of such conversion.

Appears in 1 contract

Samples: Loan and Security Agreement (Hudson Pacific Properties, Inc.)

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Conversion to a Limited Liability Entity. Notwithstanding anything contained herein to the contrary, if Tenant is a limited or general partnership (or is comprised of two (2) or more persons, individually or as co-partners, or entities), the change or conversion of Tenant to (a) a limited liability company, (b) a limited liability partnership, or (c) any other entity which possesses the characteristics of limited liability (any such limited liability entity is collectively referred to herein as a "Successor Entity") shall be prohibited unless the prior written consent of Landlord is obtained, which consent may be withheld in Landlord’s 's sole discretion. 18.4.1. Notwithstanding the preceding paragraphSection 18.4., Landlord Xxxxxxxx agrees not to unreasonably withhold or delay such consent provided that: 18.4.1.1. The Successor Entity succeeds to all or substantially all of Tenant’s 's business and assets; 18.4.1.2. The Successor Entity shall have a tangible net worth (Tangible Net Worth), determined in accordance with generally accepted accounting principles, consistently applied, of not less than the greater of the Tangible Net Worth of Tenant on (a) the date of execution of the Lease, or (b) the day immediately preceding the proposed effective date of such conversion; and 18.4.1.3. Tenant is not in default of any of the terms, covenants, or conditions of this Lease on the proposed propose effective date of such conversion.

Appears in 1 contract

Samples: Lease Agreement (Sonus Networks Inc)

Conversion to a Limited Liability Entity. Notwithstanding anything contained herein to the contrary, if Tenant is a limited or general partnership (or is comprised of two (2) or more persons, individually or as co-partners, or entities), the change or conversion of Tenant to (a) a limited liability company, (b) a limited liability partnership, or (c) any other entity which possesses the characteristics of limited liability (any such limited liability entity is collectively referred to herein as a “Successor Entity”) shall be prohibited unless the prior written consent of Landlord is obtained, which consent may be withheld in Landlord’s sole discretion. 18.4.1. 18.4.1 Notwithstanding the preceding paragraph, Landlord agrees not to unreasonably withhold or delay such consent provided that: 18.4.1.1. 18.4.1.1 The Successor Entity succeeds to all or substantially all of Tenant’s business and assets; 18.4.1.2. 18.4.1.2 The Successor Entity shall have a tangible net worth (Tangible Net Worth), determined in accordance with generally accepted accounting principles, consistently applied, of not less than the greater of the Tangible Net Worth of Tenant on (a) the date of execution of the Lease, or (b) the day immediately preceding the proposed effective date of such conversion; and 18.4.1.3. 18.4.1.3 Tenant is not in default of any of the terms, covenants, or conditions of this Lease on the proposed propose effective date of such conversion.

Appears in 1 contract

Samples: Lease Agreement (Integrated Alarm Services Group Inc)

Conversion to a Limited Liability Entity. Notwithstanding anything contained herein to the contrary, if Tenant is a limited or general partnership (or is comprised of two (2) or more persons, individually or as co-partners, or entities), the change or conversion of Tenant to (a) a limited liability company, (b) a limited liability partnership, or (c) any other entity which possesses the characteristics of limited liability (any such limited liability entity is collectively referred to herein as a “Successor Entity”) shall be prohibited unless the prior written consent of Landlord is obtained, which consent may not be withheld in Landlord’s sole discretionunreasonably, withheld, conditioned or delayed. 18.4.1. Notwithstanding the preceding paragraph, Landlord agrees not to unreasonably withhold or delay such consent provided that: 18.4.1.1. The Successor Entity succeeds to all or substantially all of Tenant’s business and assets; 18.4.1.2. The Successor Entity shall have a tangible net worth (Tangible Net Worth), determined in accordance with generally accepted accounting principles, consistently applied, of not less than the greater of the Tangible Net Worth of Tenant on (a) the date of execution of the Lease, or (b) the day immediately preceding the proposed effective date of such conversion; and 18.4.1.3. Tenant is not in default of any of the terms, covenants, or conditions of this Lease on the proposed propose effective date of such conversion.

Appears in 1 contract

Samples: Lease Agreement (Optelecom-Nkf, Inc.)

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Conversion to a Limited Liability Entity. Notwithstanding anything contained herein therein to the contrary, if Tenant is a limited or general partnership (or is comprised of two (2) or more persons, individually or as co-partners, or entities), the change or conversion of Tenant to (a) a limited liability company, (b) a limited liability partnership, or (c) any other entity which possesses the characteristics of limited liability (any such limited liability entity is collectively referred to herein as a "Successor Entity") shall be prohibited unless the prior written consent of Landlord is obtained, which consent may be withheld in Landlord’s 's sole discretion. 18.4.1. Notwithstanding the preceding paragraphSection 18.4., Landlord agrees not to unreasonably withhold or delay such consent provided that: 18.4.1.1. The Successor Entity succeeds to all or substantially all of Tenant’s 's business and assets; 18.4.1.2. The Successor Entity shall have a tangible net worth (Tangible Net Worth), determined in accordance with generally accepted accounting principles, consistently applied, of not less than the greater of the Tangible Net Worth of Tenant on (a) the date of execution of the Lease, or (b) the day immediately preceding the proposed effective date of such conversion; and 18.4.1.3. Tenant is not in default of any of the terms, covenants, or conditions of this Lease on the proposed propose effective date of such conversion.

Appears in 1 contract

Samples: Lease Agreement (Nve Corp /New/)

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