Common use of General Prohibition Clause in Contracts

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 4 contracts

Samples: Assignment and Assumption of Lease (Turning Point Therapeutics, Inc.), Lease Agreement (Regulus Therapeutics Inc.), Lease Agreement (Turning Point Therapeutics, Inc.)

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General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049.9% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 3 contracts

Samples: Sublease, Sublease (Gossamer Bio, Inc.), Sublease (Gossamer Bio, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Except as otherwise provided in Section 22(b) in connection with a Permitted Assignment, if Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5050.1% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers on any national exchange as long as Tenant is publicly traded or upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges foregoing, any (including with any initial i) public offering of sharesshares or other ownership interest in Tenant, or (ii) will Tenant obtaining financing from institutional investors (including venture capital funding and corporate partners) which results in a change in control of Tenant shall not be deemed constitute an assignment or other transfer for the purposes of under this LeaseSection 22 requiring Landlord consent.

Appears in 2 contracts

Samples: Lease Agreement (Elan Corp PLC), Lease Agreement (Prothena Corp PLC)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including including, without limitation, the terms second sentence of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 2 contracts

Samples: Assignment and Assumption of Lease (Vaxcyte, Inc.), Lease Agreement (Codexis, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 22, other than pursuant to a Permitted Assignment (including the terms of Section 22(b) as defined below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 2 contracts

Samples: Lease Agreement, Lease Agreement (Ligand Pharmaceuticals Inc)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including including, without limitation, the terms and conditions of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial or subsequent public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 2 contracts

Samples: Lease Agreement (Jounce Therapeutics, Inc.), Lease Agreement (Jounce Therapeutics, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the PremisesPremises or any part thereof, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) who were not owners of shares or other ownership interests of the corporation, partnership or limited liability Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 28 company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers Notwithstanding anything in this Section 22 to the contrary, any public offering of publicly traded stock shares or the issuance of new stock through other ownership interest in Tenant on a nationally recognized stock exchanges (including with any initial public offering of shares) will exchange shall not be deemed an assignment or other transfer for requiring consent of the purposes of this LeaseLandlord.

Appears in 1 contract

Samples: Lease Agreement (Kymera Therapeutics, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership or limited liability company are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Vertex Pharmaceuticals Inc / Ma)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of lawinvoluntarily, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Except for a Permitted Assignment (as defined below), if Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Poniard Pharmaceuticals, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any 801 Capitola/Heat Biologics - Page 19 attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Heat Biologics, Inc.)

General Prohibition. Without Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed, subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is at any time a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Bluebird Bio, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)18, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Except as expressly permitted in this Section 18(a), if Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 2218. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of sharesshares or other ownership interest in Tenant or any private equity financing by one or more investors who regularly invest in private biotechnology companies, for which Tenant has given Landlord prior (to the extent prior notice is permitted by applicable law) will or concurrent written notice, shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment. Such prior written notice shall be treated by Landlord as confidential information.

Appears in 1 contract

Samples: Lease Agreement (Sage Therapeutics, Inc.)

General Prohibition. Without Subject to Section 22(b) below, without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers 22 (subject to the provisions of publicly traded stock or the issuance second paragraph of new stock through nationally recognized stock exchanges clause (including with any initial public offering of sharesb) will not be deemed an assignment or other transfer for the purposes of this Leasebelow).

Appears in 1 contract

Samples: Lease Agreement (Upland Software, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the PremisesPremises or any part thereof, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22; provided, for the avoidance of doubt, Landlord’s consent shall not be required for Permitted Assignments (as defined below). Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Werewolf Therapeutics, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or Net Laboratory 1165 Eastlake/Adaptive - Page 18 limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Adaptive Biotechnologies Corp)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)23, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of related or unrelated transfers whereby 5025% or more of the issued and outstanding shares or other direct or indirect ownership interests of such corporation corporation, partnership or limited liability company are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at the time of execution of this Lease to persons or entities who were not owners of at least the same percentage of the shares or other ownership interests of the corporation, partnership or limited liability company at the time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 2223. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Immune Pharmaceuticals Inc)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. effect If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Camp4 Therapeutics Corp)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of and conditions set forth in Section 22(b) below)), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering or sale of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Iovance Biotherapeutics, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 22, other than pursuant to a Permitted Assignment or Permitted Sublease (including the terms of Section 22(b) as defined below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Exelixis Inc)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or 739123072.6 Net Multi-Tenant Laboratory 4224 Campus – Suite 210/Regulus - Page 21 voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Regulus Therapeutics Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the PremisesPremises or any part thereof, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers Notwithstanding anything in this Section 22 to the contrary, any public offering of publicly traded stock or the issuance of new stock through shares in Tenant on a nationally recognized stock exchanges (including with any initial public offering of shares) will exchange shall not be deemed an assignment or other transfer for requiring consent of the purposes Landlord; provided, however, Tenant shall provide Landlord with 15 days’ prior notice of this Leasesuch event.

Appears in 1 contract

Samples: Lease Agreement (iTeos Therapeutics, Inc.)

General Prohibition. Without Landlord’s prior written consent (which shall be given or withheld pursuant to the terms of Section 22(b) below) subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-the- counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Beam Therapeutics Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. The foregoing provision shall not prohibit Tenant from: (i) permitting employees of Xxxxx & Nephew, Inc. from using any portion of the Premises; or (ii) permitting the use of the Premises by the other parties in any business venture with Tenant, so long as such venture is reasonably related to Tenant’s principal business, and all the parties to such venture use the Premises for the Permitted Uses. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Sublease Agreement (Advanced BioHealing Inc)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 2222 except as hereinafter provided for Permitted Assignments. Transfers Notwithstanding the foregoing, sales of publicly shares of Tenant actively traded upon a stock exchange or in the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will over-the-counter market shall not be deemed an assignment or other transfer for the purposes of this Leasehereunder.

Appears in 1 contract

Samples: Lease Agreement (Forma Therapeutics Holdings, Inc.)

General Prohibition. Without Sublandlord’s and Landlord’s prior written consent consent, subject to and on the conditions described in this Section 22 (including 21 and subject to the terms of this Section 22(b) below)21, Tenant Subtenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease Sublease or sub-sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Subleased Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant Except as provided in Section 21(b) below, if Subtenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or and voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease Sublease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this LeaseSublease, shall be deemed an assignment of this Lease Sublease requiring the consent of Landlord Sublandlord as provided in this Section 2221. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Subtenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Sublease (Ariad Pharmaceuticals Inc)

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General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this LeaseLease (a “Corporate Transfer”), shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Sirtris Pharmaceuticals, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025% 801 Capitola/Heat Biologics - Page 19 or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Heat Biologics, Inc.)

General Prohibition. Without Landlord’s prior written consent consent, which shall not be unreasonably withheld, subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock Notwithstanding the foregoing, Tenant shall have the right to (x) obtain financing from institutional or ***Confidential Treatment Requested*** ***Text Omitted and Filed Separately with the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.Securities and Exchange Commission Confidential Treatment Requested Under

Appears in 1 contract

Samples: Lease Agreement

General Prohibition. Without Landlord’s 's prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership partnership, or limited liability company, the shares or other ownership interests thereof which that are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025.0% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership, or limited liability company are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which that were owners thereof at time as of execution of this the Lease Date to persons or entities who that were not owners of shares or other ownership interests of the corporation, partnership partnership, or limited liability company at time as of execution of this Leasethe Lease Date, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Cell Genesys Inc)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Subject to the terms of Section 22(b) below, if Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Atreca, Inc.)

General Prohibition. Without Landlord’s prior written consent subject Subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below), Tenant shall not, without Landlord’s prior written consent, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the Net Multi-Tenant Laboratory 19 Presidential Way/Metabolix - Page 21 foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Metabolix, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which 321 Arsenal (AOTC) / Forma Therapeutics - Page 24 are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 2222 except as hereinafter provided for Permitted Assignments. Transfers Notwithstanding the foregoing, sales of publicly shares of Tenant actively traded upon a stock exchange or in the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will over-the-counter market shall not be deemed an assignment or other transfer for the purposes of this Leasehereunder.

Appears in 1 contract

Samples: Lease Agreement (Forma Therapeutics Holdings, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Except in the case of a Control Permitted Assignment (as defined below), if Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or Notwithstanding the issuance of new stock through nationally recognized stock exchanges (including with foregoing, any initial public offering of shares) will shares or other ownership interest in Tenant shall not be deemed an assignment or other transfer for the purposes of this Leaseassignment.

Appears in 1 contract

Samples: Lease Agreement (Amylin Pharmaceuticals Inc)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the PremisesPremises or any part thereof, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) Building 1 (AOTC) / Kymera Therapeutics, Inc. - Page 28 who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers Notwithstanding anything in this Section 22 to the contrary, any public offering of publicly traded stock shares or the issuance of new stock through other ownership interest in Tenant on a nationally recognized stock exchanges (including with any initial public offering of shares) will exchange shall not be deemed an assignment or other transfer for requiring consent of the purposes of this LeaseLandlord.

Appears in 1 contract

Samples: Lease Agreement (Kymera Therapeutics, Inc.)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of lawlaw (e.g., merger or conversion of Tenant’s legal form), assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22 unless otherwise provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Bioveris Corp)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including including, without limitation, the terms of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Atreca, Inc.)

General Prohibition. Without Landlord’s prior written consent Except as otherwise provided in and subject to the terms and on the conditions described in of this Section 22 (including including, without limitation, the terms second sentence of Section 22(b) below), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers Notwithstanding anything to the contrary provided above, if Tenant is a public company, transfer shares of publicly traded stock Tenant effected through any recognized exchange or through the issuance “over the counter” market, any of new stock through nationally recognized stock exchanges (including with any initial public offering which results in a change in control of shares) will not be deemed Tenant without such change of control constituting an assignment or other transfer for the purposes of under this LeaseSection 22 requiring Landlord consent.

Appears in 1 contract

Samples: Lease Agreement (Vaxcyte, Inc.)

General Prohibition. Without Unless otherwise provided herein, without Landlord’s prior written consent (which shall not be unreasonably withheld or delayed), subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5049% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Nektar Therapeutics)

General Prohibition. Without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership (limited, general or other) or limited liability companycompany (or other business associations), the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation corporation, partnership (limited, general or other) or limited liability company (or other business associations) are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities (or other business associations) which were owners thereof at time of execution of this Lease to persons or entities (or other business associations) who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company (or other business associations) at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers In no event shall the public offering, issuance, or transfer of publicly an ownership interest in Tenant, directly or indirectly, on an actively traded stock exchange or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not over-the-counter market be deemed an assignment or other to be a transfer for the purposes of interest subject to this LeaseSection 22.

Appears in 1 contract

Samples: Lease Agreement (Constellation Pharmaceuticals Inc)

General Prohibition. Without Except as provided in Section 22(b) below, without Landlord’s prior written consent subject to and on the conditions described in this Section 22 (including the terms of Section 22(b) below)22, Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 5025% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Codiak BioSciences, Inc.)

General Prohibition. Without Landlord’s prior written consent consent, subject to and on the conditions described in this Section 22 (including the terms of including, in particular, Section 22(b) below)), Tenant shall not, directly or indirectly, voluntarily or by operation of law, assign this Lease or sublease the Premises or any part thereof or mortgage, pledge, or hypothecate its leasehold interest or grant any concession or license within the Premises, and any attempt to do any of the foregoing shall be void and of no effect. If Tenant is a corporation, partnership or limited liability company, the shares or other ownership interests thereof which are not actively traded upon a stock exchange or in the over-the-counter market, a transfer or series of transfers whereby 50% or more of the issued and outstanding shares or other ownership interests of such corporation are, or voting control is, transferred (but excepting transfers upon deaths of individual owners) from a person or persons or entity or entities which were owners thereof at time of execution of this Lease to persons or entities who were not owners of shares or other ownership interests of the corporation, partnership or limited liability company at time of execution of this Lease, shall be deemed an assignment of this Lease requiring the consent of Landlord as provided in this Section 22. Transfers of publicly traded stock or the issuance of new stock through nationally recognized stock exchanges (including with any initial public offering of shares) will not be deemed an assignment or other transfer for the purposes of this Lease.

Appears in 1 contract

Samples: Lease Agreement (enGene Holdings Inc.)

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