Deemed Transfers. Except for a Permitted Transfer, for purposes of this lease, the term “Transfer” shall also include the following transactions, which shall be subject to all of the provisions of this Section 11: (a) if the Tenant is a non-publicly traded corporation, (i) the dissolution, merger, consolidation or other reorganization of Tenant, the sale or transfer of more than an aggregate of fifty percent (50%) of the voting shares of Tenant (other than to immediate family members by reason of gift or death) within a twelve (12) month period, or (ii) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) of the value of the unencumbered assets of Tenant within a twelve (12) month period; or (b) if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, or a transfer of fifty percent (50%) or more of the partnership interests, within a twelve (12) month period, or the dissolution of the partnership without immediate reconstitution thereof.
Appears in 2 contracts
Samples: Building Lease Agreement (Artes Medical Inc), Building Lease Agreement (Artes Medical Inc)
Deemed Transfers. Except for a Permitted Transfer, for purposes of this lease, the term tern “Transfer” shall also include the following transactions, which shall be subject to all of the provisions of this Section 11: (a) if the Tenant is a non-publicly traded corporation, (i) the dissolution, merger, consolidation or other reorganization of Tenant, the sale or transfer of more than an aggregate of fifty percent (50%) of the voting shares of Tenant (other than to immediate family members by reason of gift or death) within a twelve (12) month period, or (ii) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) of the value of the unencumbered assets of Tenant within a twelve (12) month period; or (b) if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, or a transfer of fifty percent (50%) or more of the partnership interests, within a twelve (12) month period, or the dissolution of the partnership without immediate reconstitution thereof.
Appears in 1 contract
Deemed Transfers. Except for a Permitted Transfer, for For purposes of this leaseLease, the term “"Transfer” " shall also include the following transactions, which shall be subject to all of the provisions of this Section 11: (a) if the Tenant is a non-publicly traded corporation, (i) the dissolution, merger, consolidation or other reorganization of Tenant, the sale or transfer of more than an aggregate of fifty percent (50%) of the voting shares of Tenant (other than to immediate family members by reason of gift or death) within a twelve (12) month period, or (ii) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty percent (50%) of the value of the unencumbered assets of Tenant within a twelve (12) month period; or (b) if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, or a transfer of fifty percent (50%) or more of the partnership interests, within a twelve (12) month period, or the dissolution of the partnership without immediate reconstitution thereof.
Appears in 1 contract