Common use of No Assignment or Sublease Clause in Contracts

No Assignment or Sublease. Tenant shall not sublease, assign, transfer, pledge, hypothecate, surrender or dispose of this Lease, or any interest herein, or permit any other person or persons whomsoever to occupy the Premises without the written consent of Landlord first being obtained in writing, which consent shall not be unreasonably withheld, conditioned or delayed. Permitted Assignees shall become directly liable to Landlord for all obligations of Tenant hereunder, but Tenant shall remain liable for the performance of all obligations owed to Landlord under this Lease. The instrument by which any permitted assignment or subletting consented to by Landlord is accomplished shall expressly provide that, in the case of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, or under or by virtue of any execution or legal process, attachment or proceedings instituted against Tenant, or under or by virtue of any bankruptcy or insolvency proceedings had in regard to Tenant, or in any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents to an assignment of this Lease, or a subletting of all or part of the Premises, to (a) the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth of the resulting entity is at least equal to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any portion of the ownership of stock in Tenant shall not be deemed an assignment of this Lease if such transfer is made (x) pursuant to or in connection with an initial public offering or any subsequent offering of the stock of Tenant, or (y) once the stock of Tenant is publicly traded on a recognized public stock exchange.

No Assignment or Sublease. Tenant It is agreed by and between the parties that Lessee shall not sublease, assign, transfer, pledge, hypothecate, surrender sublet or dispose assign any part of this Lease, or any interest herein, or permit Lease to any other person governmental agency, individual, partnership, joint venture, corporation, land trust or persons whomsoever to occupy the Premises other entity without the prior written consent of Landlord first being obtained Les- sor. Lessee shall notify Lessor in writingwriting not less than sixty (60) days prior to any proposed sublease or assignment. Lessee shall identify the name and address of the proposed assignee/sublessee and deliver to Lessor original or certified copies of the proposed assignment, which a recital of assignee’s personal and financial ability to comply with all the terms and conditions of the Lease and any other information or documen- tation requested by Xxxxxx. Lessor shall not unreasonably withhold the consent to assignment or sublease. It is agreed that reasonable grounds for withholding consent shall include but not be unreasonably withheld, conditioned limited to the following: A. The proposed activity of the assignee/sublessee does not conform with the terms of this Lease or delayedpolicies established by Xxxxxx. B. The proposed assignee/sublessee does not have either substan- tial experience in the business provided for in the Lease or the financial resources to comply with the requirements of the Lease. C. There is an existing violation of or uncured default by Lessee with respect to the Lease. D. The activity of the proposed assignee/sublessee would interfere with or disturb neighboring tenants or owners. Permitted Assignees shall become directly liable In addition to Landlord for all obligations of Tenant hereunder, but Tenant shall remain liable for the performance payment of all obligations owed cash rent or additional compensation other- wise herein required to Landlord under this Lease. The instrument be paid by which any permitted assignment or subletting consented performed by Xxxxxx, Lessee will pay to by Landlord is accomplished shall expressly provide thatLessor, as additional compensation hereunder in the case of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under event Lessee assigns this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, or under or by virtue of any execution or legal process, attachment or proceedings instituted against Tenant, or under or by virtue of any bankruptcy or insolvency proceedings had in regard to Tenant, or in any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents to an assignment of this Lease, or a subletting of sub- lets all or part of the Demised Premises, to fifty percent (a50%) of all value it receives from its assignee/sub lessee for the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth use and occupancy of the resulting entity Demised Premises as a result of the sublease or assignment in excess of the cash rent which Lessee is at least equal cur- rently paying with respect to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any subleased portion of the ownership leasehold or the leasehold as a tract, if assigned. The value of stock in Tenant additional services to be performed by Xxxxxx, sub lessee or as- signee shall not in any way be deemed an assignment of included in determining the foregoing fifty- percent (50%) sum. It is agreed that this Lease if such transfer is made (x) pursuant shall not pass by operation of law to any trustee or receiver in connection bankruptcy or for the assignment for the benefit of creditors of Lessee. Any attempted sublease or assignment not in compliance with an initial public offering or this section shall be void and without force and effect. Additionally, Lessor shall retain 100% of all sublease fees received by Lessor under any subsequent offering of the stock of Tenant, or (y) once the stock of Tenant is publicly traded on a recognized public stock exchangeunauthorized sublease.

No Assignment or Sublease. Section 9.01. Tenant shall not subleasenot, voluntarily or by operation of law, assign, transfer, pledge, hypothecate, surrender mortgage, encumber, grant concessions or licenses, sublet or other dispose of all or any interest in this Lease or the Leased Premises, or permit occupancy of the Leased Premises or any part thereof by any person or entity other than Tenant (each of the foregoing is a “Transfer” to a “Transferee”), without the prior written consent of Landlord, in Landlord’s sole and absolute discretion; provided, however, that no such Transfer shall release Tenant from any of its obligations hereunder. Any Transfer undertaken without Landlord’s prior written consent shall constitute an Default and shall, at Landlord’s option, be void and/or terminate this Lease. For purposes of this Lease, or a Transfer shall include, without limitation, any interest herein, or permit any other person or persons whomsoever to occupy the Premises without the written consent of Landlord first being obtained in writing, which consent shall not be unreasonably withheld, conditioned or delayed. Permitted Assignees shall become directly liable to Landlord for all obligations of Tenant hereunder, but Tenant shall remain liable for the performance of all obligations owed to Landlord under this Lease. The instrument by which any permitted assignment or subletting consented to by Landlord is accomplished shall expressly provide that, in the case of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, and any merger, consolidation, or under or by virtue of any execution or legal process, attachment or proceedings instituted against asset sale involving Tenant, any direct or under or by virtue indirect transfer of any bankruptcy or insolvency proceedings had in regard to control of Tenant, or in and any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents to an assignment transfer of this Lease, or a subletting of all or part of the Premises, to (a) the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth of the resulting entity is at least equal to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any portion majority of the ownership of stock interests in Tenant Tenant. Consent by Landlord to any one Transfer shall be held to apply only to the specific Transfer authorized, and shall not be deemed an assignment of this Lease if such transfer is made (x) pursuant to or in connection with an initial public offering or any subsequent offering construed as a waiver of the stock duty of Tenant, or (y) once Tenant’s legal representatives or assigns, to obtain from Landlord consent to any other or subsequent Transfers pursuant to the stock foregoing, or as modifying or limiting the rights of Landlord under the foregoing covenant by Tenant. Section 9.02. Notwithstanding any Transfer, permitted or otherwise, Tenant shall at all times remain directly, primarily and fully responsible and liable for the payment of the Rent specified in this Lease and for compliance with all of its other obligations under the terms, provisions and covenants of this Lease. Upon the occurrence of an Default, if the Leased Premises or any part of them are then assigned or sublet, Landlord, in addition to any other remedies provided in this Lease or provided by law, may, at its option, collect directly from such assignee or subtenant all rents due and becoming due to Tenant under such assignment or sublease and apply such rent against any sums due to Landlord from Tenant under this Lease, and no such collection shall be construed to constitute a novation or release of Tenant from the further performance of Tenant’s obligations under this Lease. Section 9.03. In addition to Landlord’s right to approve of any Transfer, Landlord shall have the option, in its sole discretion, in the event of any proposed Transfer, to terminate this Lease as of the date the Transfer is publicly traded to be effective. The option shall be exercised, if at all, by Landlord giving Tenant written notice given by Landlord to Tenant within thirty (30) days following Landlord’s receipt of Tenant’s written notice as required above. If this Lease shall be terminated pursuant to this Section 9.03, the Lease Term shall end on the date stated in Tenant’s notice as the effective date of the Transfer as if that date had been originally fixed in this Lease for the expiration of the Lease Term. Tenant shall, at Tenant’s own cost and expense, discharge in full any outstanding commission obligation which may be due and owing as a recognized public stock exchangeresult of any proposed Transfer, whether or not the Leased Premises are recaptured pursuant to this Section 9.03 and rented by Landlord to the proposed Transferee. Section 9.04. Upon any request to Transfer, Tenant will pay to Landlord, on demand, a sum equal to all of Landlord’s costs, including reasonable attorney’s fees, incurred in investigating and considering any proposed or purported Transfer of this Lease or of any of the Leased Premises, regardless of whether Landlord shall consent to, refuse consent or terminate the Lease.

No Assignment or Sublease. Except as specifically provided herein, Tenant shall not sublease, assign, transfersublet, pledge, hypothecate, surrender mortgage or dispose of otherwise transfer this Lease, the Premises, or any interest herein, part hereof or permit any other person or persons whomsoever to occupy the Premises thereof without the prior written consent of Landlord first being obtained in writingLandlord, which consent shall not be unreasonably withheld, conditioned withheld or delayed. Permitted Assignees shall become directly liable to Landlord for all obligations A transfer of Tenant hereunder, but Tenant shall remain liable for the performance of all obligations owed to Landlord under this Lease. The instrument by which any permitted assignment or subletting consented to by Landlord is accomplished shall expressly provide that, fifty percent (50%) in the case aggregate or more of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, or under or by virtue of any execution or legal process, attachment or proceedings instituted against Tenant, or under or by virtue of any bankruptcy or insolvency proceedings had in regard to Tenant, or in any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents to an assignment of this Lease, or a subletting of all or part of the Premises, to (a) the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth of the resulting entity is at least equal to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any portion of the ownership of stock interest in Tenant shall not (whether by stock, partnership interest or otherwise) by any party or parties in interest will be deemed an assignment of this Lease Lease. Consent by Landlord to any assignment, subletting, mortgage or transfer shall not operate to relieve, release or discharge Tenant from any covenant or obligation hereunder, except to the extent, if any, expressly provided for in such transfer is made (x) pursuant consent, or be deemed to be a consent to or in connection with an initial public offering or relieve Tenant from obtaining Landlord’s consent to any subsequent offering assignment, transfer, subletting or mortgage. Landlord shall not be deemed to have unreasonably withheld its consent hereunder if its consent is withheld because: (a) Tenant is in default under this Lease and such default has not been timely cured; (b) any notice of termination of this Lease or termination of Tenant’s possession shall have been given under Section 24 hereof; (c) the portion of the stock Premises which Tenant proposes to sublease, including the means of Tenantingress to and egress from and the proposed use thereof, and the remaining portion of the Premises, will violate any applicable laws; (d) the proposed use of the Premises by the subtenant or assignee does not conform with the use permitted by Section 18 hereof; or (e) in the reasonable judgment of Landlord, the proposed subtenant or assignee is of a character or is engaged in a business which would be deleterious to the reputation of the Premises, or (y) once the stock subtenant or assignee is not sufficiently financially responsible to perform its obligations under the proposed sublease or assignment; provided, however, that the foregoing are merely examples of Tenant is publicly traded on a recognized public stock exchangereasons for which Landlord may withhold its consent and shall not be deemed exclusive of any permitted reasons for reasonably withholding consent, whether similar to or dissimilar from the foregoing examples.

No Assignment or Sublease. Tenant shall covenants not sublease, to assign, transfer, pledge, hypothecate, surrender mortgage or dispose of encumber this Lease, Lease nor sublet or suffer or permit the Premises or any interest herein, or permit any other person or persons whomsoever portion thereof to occupy the Premises be used by others without the prior written consent of the Landlord first being obtained in writingeach instance, which consent shall not be unreasonably withheld. The transfer of fifty percent (50%) or more of Tenant’s stock, conditioned if Tenant is a corporation, or delayed. Permitted Assignees shall become directly liable to Landlord for all obligations the transfer of any general partnership interest or the transfer of fifty percent (50%) or more of a limited partnership interest in Tenant, if Tenant is a partnership, or the dissolution of Tenant hereunderas a corporation or partnership, but is regarded as an assignment of the Lease, and the same is not permitted without the prior written consent of the Landlord. Tenant and any guarantors shall remain liable for the performance of all obligations owed to Lease, its terms and covenants in such event that the Landlord under this Lease. The instrument by which any permitted assignment or subletting consented to by Landlord is accomplished shall expressly provide that, in the case of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, or under or by virtue of any execution or legal process, attachment or proceedings instituted against Tenant, or under or by virtue of any bankruptcy or insolvency proceedings had in regard to Tenant, or in any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents does grant consent to an assignment of this Leaseor sublease, or a subletting of all or part and shall guarantee the performance of the Premises, to (a) assignee or subtenant without the parent need for guarantor’s signature or consent thereto. In the event of Tenant any sublease or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth of the resulting entity is at least equal to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer assignment of all or any portion of the ownership Premises where the rent in the sublease or assignment exceeds the Base Rent or pro rata portion of stock the Base Rent, as the case may be, for such space in the Lease, Tenant shall pay the Landlord monthly, as Additional Rent, at the same time as the monthly installments of rent hereunder, all of the excess rent paid tor the sublease or assignment over the Base Rent reserved in this Lease. Landlord’s approval of any subtenant or assignee is conditioned upon there being no additional compliance required with all laws, rules and regulations of any governmental authority required of either the Landlord or the Tenant and such approval shall create no responsibility or liability on the part of the Landlord for any non-compliance with laws, rules and regulations of any governmental authority. If this Lease is assigned, or if the Premises or any part thereof is sublet or occupied by anyone other than the Tenant, without the prior written consent of the Landlord, the Landlord is permitted to collect Rent directly from the assignee, subtenant or occupant and otherwise enforce this Lease against such entity, and to apply the net amount collected to all Rent herein due and reserved, but the application of same Rent shall not be regarded as implied or written consent to any assignment or sublease. Collection of Rent shall not be deemed an assignment a waiver of the covenants contained in this Lease if Article 7. The acceptance of the assignee, subtenant or occupant as Tenant does not constitute a release of the performance of the covenants required to be performed by Tenant. Tenant shall also reimburse Landlord or its Agent for any attorney or other professional fees which might be incurred or connected with such transfer is made (x) pursuant or assignment. Consent to or in connection with an initial public offering or any subsequent offering of one assignment does not waive the stock of Tenant, or (y) once the stock of Tenant is publicly traded on a recognized public stock exchangeLandlord’s right to consent to future assignments.

No Assignment or Sublease. Tenant It is agreed by and between the parties that Lessee shall not sublease, assign, transfer, pledge, hypothecate, surrender sublet or dispose assign any part of this Lease, or any interest herein, or permit Lease to any other person governmental agency, individual, partnership, joint venture, corporation, land trust or persons whomsoever to occupy the Premises other entity without the prior written consent of Landlord first being obtained Les- sor. Lessee shall notify Lessor in writingwriting not less than sixty (60) days prior to any proposed sublease or assignment. Lessee shall identify the name and address of the proposed assignee/sublessee and deliver to Lessor original or certified copies of the proposed assignment, which a recital of assignee’s personal and financial ability to comply with all the terms and conditions of the Lease and any other information or documen- tation requested by Lessor. Lessor shall not unreasonably withhold the consent to assignment or sublease. It is agreed that reasonable grounds for withholding consent shall include but not be unreasonably withheld, conditioned limited to the following: A. The proposed activity of the assignee/sublessee does not conform with the terms of this Lease or delayedpolicies established by Lessor. B. The proposed assignee/sublessee does not have either substan- tial experience in the business provided for in the Lease or the financial resources to comply with the requirements of the Lease. C. There is an existing violation of or uncured default by Lessee with respect to the Lease. D. The activity of the proposed assignee/sublessee would interfere with or disturb neighboring tenants or owners. Permitted Assignees shall become directly liable In addition to Landlord for all obligations of Tenant hereunder, but Tenant shall remain liable for the performance payment of all obligations owed cash rent or additional compensation other- wise herein required to Landlord under this Lease. The instrument be paid by which any permitted assignment or subletting consented performed by Lessee, Lessee will pay to by Landlord is accomplished shall expressly provide thatLessor, as additional compensation hereunder in the case of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under event Lessee assigns this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, or under or by virtue of any execution or legal process, attachment or proceedings instituted against Tenant, or under or by virtue of any bankruptcy or insolvency proceedings had in regard to Tenant, or in any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents to an assignment of this Lease, or a subletting of sub- lets all or part of the Demised Premises, to fifty percent (a50%) of all value it receives from its assignee/sub lessee for the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth use and occupancy of the resulting entity Demised Premises as a result of the sublease or assignment in excess of the cash rent which Lessee is at least equal cur- rently paying with respect to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any subleased portion of the ownership leasehold or the leasehold as a tract, if assigned. The value of stock in Tenant additional services to be performed by Lessee, sub lessee or as- signee shall not in any way be deemed an assignment of included in determining the foregoing fifty- percent (50%) sum. It is agreed that this Lease if such transfer is made (x) pursuant shall not pass by operation of law to any trustee or receiver in connection bankruptcy or for the assignment for the benefit of creditors of Lessee. Any attempted sublease or assignment not in compliance with an initial public offering or this section shall be void and without force and effect. Additionally, Lessor shall retain 100% of all sublease fees received by Lessor under any subsequent offering of the stock of Tenant, or (y) once the stock of Tenant is publicly traded on a recognized public stock exchangeunauthorized sublease.

No Assignment or Sublease. Tenant It is agreed by and between the parties that Lessee shall not sublease, assign, transfer, pledge, hypothecate, surrender sublet or dispose assign any part of this Lease, or any interest herein, or permit Lease to any other person governmental agency, individual, partnership, joint venture, corporation, land trust or persons whomsoever to occupy the Premises other entity without the prior written consent of Landlord first being obtained Lessor. Lessee shall notify Lessor in writingwriting not less than sixty (60) days prior to any proposed sublease or assignment. Lessee shall identify the name and address of the proposed assignee/sublessee and deliver to Lessor original or certified copies of the proposed assignment, which a recital of assignee’s personal and financial ability to comply with all the terms and conditions of the Lease and any other information or documentation requested by Lessor. Lessor shall not unreasonably withhold the consent to assignment or sublease. It is agreed that reasonable grounds for withholding consent shall include but not be unreasonably withheld, conditioned limited to the following: A. The proposed activity of the assignee/sublessee does not conform with the terms of this Lease or delayedpolicies established by Lessor. B. The proposed assignee/sublessee does not have either substantial experience in the business provided for in the Lease or the financial resources to comply with the requirements of the Lease. C. There is an existing violation of or uncured default by Lessee with respect to the Lease. D. The activity of the proposed assignee/sublessee would interfere with or disturb neighboring tenants or owners. Permitted Assignees shall become directly liable In addition to Landlord for all obligations of Tenant hereunder, but Tenant shall remain liable for the performance payment of all obligations owed cash rent or additional compensation otherwise herein required to Landlord under this Lease. The instrument be paid by which any permitted assignment or subletting consented performed by Lessee, Lessee will pay to by Landlord is accomplished shall expressly provide thatLessor, as additional compensation hereunder in the case of an assignment, the assignee will perform and observe all the agreements, covenants, conditions and provisions to be performed and observed by Tenant under event Lessee assigns this Lease and that Landlord will have the right to enforce such agreements, covenants and conditions directly against such assignee. Tenant's interests, in whole or in part, cannot be sold, assigned, transferred, seized or taken by operation of law, or under or by virtue of any execution or legal process, attachment or proceedings instituted against Tenant, or under or by virtue of any bankruptcy or insolvency proceedings had in regard to Tenant, or in any other manner, except as mentioned herein. Anything contained in this Paragraph 9 or elsewhere in this Lease to the contrary notwithstanding, Landlord hereby consents to an assignment of this Lease, or a subletting of sublets all or part of the Demised Premises, to fifty percent (a50%) of all value it receives from its assignee/sublessee for the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any limited liability company, corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth use and occupancy of the resulting entity Demised Premises as a result of the sublease or assignment in excess of the cash rent which Lessee is at least equal currently paying with respect to the net worth of Tenant on the date hereof, or (c) any entity to which Tenant sells all or substantially all of its assets as a going concern, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any subleased portion of the ownership leasehold or the leasehold as a tract, if assigned. The value of stock in Tenant additional services to be performed by Lessee, sublessee or assignee shall not in any way be deemed an assignment of included in determining the foregoing fifty- percent (50%) sum. It is agreed that this Lease if such transfer is made (x) pursuant shall not pass by operation of law to any trustee or receiver in connection bankruptcy or for the assignment for the benefit of creditors of Lessee. Any attempted sublease or assignment not in compliance with an initial public offering or this section shall be void and without force and effect. Additionally, Lessor shall retain 100% of all sublease fees received by Lessor under any subsequent offering of the stock of Tenant, or (y) once the stock of Tenant is publicly traded on a recognized public stock exchangeunauthorized sublease.