Common use of Non-Transfers Clause in Contracts

Non-Transfers. Notwithstanding anything to the contrary contained in this ARTICLE 14, an assignment or subletting of all or a portion of the Premises to any entity which is controlled directly or indirectly by Tenant, or which entity controls, directly or indirectly, Tenant (in each such case, an "AFFILIATE"), or any entity which owns or is owned by an Affiliate, or any assignment by operation of law or otherwise resulting from any merger or consolidation of Tenant or to any entity which purchases all or substantially all the stock or assets of Tenant, shall not be deemed a Transfer under this ARTICLE 14, provided that at least ten (10) business days prior to such assignment or sublease (or, if precluded by applicable securities laws from giving advance notice, within ten (10) business days after such assignment or sublease, or, if later, promptly after Tenant is legally permitted to inform Landlord): (i) Tenant notifies Landlord of any such assignment or sublease and certifies that the applicable Transfer is to an Affiliate; and (iii) such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this Lease. In the event an assignment or sublease to an Affiliate is made pursuant to the TCCs of this SECTION 14.7, Tenant shall not be relieved of its obligations under this Lease. "CONTROL," as used in this SECTION 14.7, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by ownership of voting securities, by contract or otherwise.

Non-Transfers. Notwithstanding anything to the contrary contained in this ARTICLE Article 14, (i) an assignment or subletting of all or a portion of the Premises to any an affiliate of Tenant (an entity which is controlled directly or indirectly by Tenantby, controls, or which entity controlsis under common control with, directly or indirectly, Tenant (in each such case, an "AFFILIATE"Tenant), or any (ii) an assignment of the Premises to an entity which owns or is owned by an Affiliate, or any assignment by operation of law or otherwise resulting from any merger or consolidation of Tenant or to any entity which purchases acquires all or substantially all of the assets or interests (partnership, stock or assets other) of Tenant, or (iii) an assignment of the Premises to an entity which is the resulting entity of a merger or consolidation of Tenant, shall not be deemed a Transfer under this ARTICLE Article 14, provided that at least ten (10) business days prior to such assignment or sublease (or, if precluded by applicable securities laws from giving advance notice, within ten (10) business days after such assignment or sublease, or, if later, promptly after Tenant is legally permitted to inform Landlord): (i) Tenant notifies Landlord of any such assignment or sublease and certifies promptly supplies Landlord with any documents or information requested by Landlord regarding such assignment or sublease or such affiliate, and further provided that the applicable Transfer is to an Affiliate; and (iii) such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this LeaseLease or otherwise effectuate any “release” by Tenant of such obligations. In the event an assignment The transferee under a transfer specified in items (i), (ii) or sublease (iii) above shall be referred to an Affiliate is made pursuant to the TCCs of this SECTION 14.7, Tenant shall not be relieved of its obligations under this Lease. "CONTROLas a “Permitted Transferee.” “Control," ” as used in this SECTION 14.7Section 14.8, shall mean the possessionownership, directly or indirectly, of more than fifty percent (50%) of the power voting securities of, or possession of the right to direct or cause vote, in the ordinary direction of its affairs, of more than fifty percent (50%) of the management and policies of a voting interest in, any person or entity, whether by ownership of voting securities, by contract or otherwise.

Non-Transfers. Notwithstanding anything to the contrary contained in this ARTICLE 14, an assignment or subletting of all or a portion of the Premises to any entity which is controlled directly or indirectly by Tenant, or which entity controls, directly or indirectly, Tenant (in each such case, an "“AFFILIATE"”), or any entity which owns or is owned by an Affiliate, or any assignment by operation of law or otherwise resulting from any merger or consolidation of Tenant or to any entity which purchases all or substantially all the stock or assets of Tenant, shall not be deemed a Transfer under this ARTICLE 14, provided that at least ten (10) business days prior to such assignment or sublease (or, if precluded by applicable securities laws from giving advance notice, within ten (10) business days after such assignment or sublease, or, if later, promptly after Tenant is legally permitted to inform Landlord): (i) Tenant notifies Landlord of any such assignment or sublease and certifies that the applicable Transfer is to an Affiliate; and (iii) such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this Lease. In the event an assignment or sublease to an Affiliate is made pursuant to the TCCs of this SECTION 14.7, Tenant shall not be relieved of its obligations under this Lease. "“CONTROL," ” as used in this SECTION 14.7, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by ownership of voting securities, by contract or otherwise.

Non-Transfers. Notwithstanding anything to the contrary contained in this ARTICLE 14Article 11, (i) an assignment or subletting of all or a portion of the Premises to any an entity which is controlled directly by, controls, or indirectly by is under common control with, Tenant), or to a purchaser of all or XXXXXX XXXXXX XXXXX [Foundation Health Systems] substantially all of the assets of Tenant, or which to an entity controlsresulting, directly or indirectly, Tenant (in each such case, an "AFFILIATE"), or any entity which owns or is owned by an Affiliate, or any assignment by operation of law or otherwise resulting otherwise, from the merger, consolidation or other reorganization of Tenant (any merger such entity, an “Affiliate”), (ii) an assignment or subletting of all or a portion of the Premises to an Affiliate, a parent of an Affiliate, or an Affiliate of a parent, or (iii) a transfer, by law or otherwise, in connection with the merger, consolidation or other reorganization of Tenant or to any entity which purchases all or substantially all the stock or assets of Tenantan Affiliate, shall not be deemed a Transfer under this ARTICLE 14Article 11, provided that at least ten (10) business days prior to such assignment or sublease (or, if precluded by applicable securities laws from giving advance notice, within ten (10) business days after such assignment or sublease, or, if later, promptly after Tenant is legally permitted to inform Landlord): (i) Tenant notifies Landlord of any such assignment or sublease and certifies promptly supplies Landlord with any documents or information requested by Landlord regarding such assignment or sublease or such Affiliate, and further provided that the applicable Transfer is to an Affiliate; and (iii) such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this Lease. In the event an assignment or sublease to an Affiliate is made An assignee of Tenant’s entire interest under this Lease pursuant to the TCCs of this SECTION 14.7, Tenant shall not immediately preceding sentence may be relieved of its obligations under this Lease. "CONTROLreferred to herein as an “Affiliated Assignee.” “Control," ” as used in this SECTION 14.7Section 11.7, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by through the ownership of voting securities, by contract or otherwise.

Non-Transfers. Notwithstanding anything to the contrary contained in this ARTICLE 14, an assignment or subletting of all or a portion of the Premises to any entity which is controlled directly or indirectly by Tenant, or which entity controls, directly or indirectly, Tenant (in each such case, an "AFFILIATE"), or any entity which owns or is owned by an Affiliate, or any assignment by operation of law or otherwise resulting from any merger or consolidation of Tenant or to any entity which purchases all or substantially all the stock or assets of Tenant, shall not be deemed a Transfer under this ARTICLE 14, provided that at least ten thirty (1030) business days prior to such assignment or sublease (or, if precluded by applicable securities laws from giving advance notice, within ten (10) business days after such assignment or sublease, or, if later, promptly after Tenant is legally permitted to inform Landlord): (i) Tenant notifies Landlord of any such assignment or sublease and certifies certified that the applicable Transfer is to an Affiliate; and (iiiii) such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this Lease. In the event an assignment or sublease to an Affiliate is made pursuant to the TCCs of this SECTION 14.7, Tenant shall not be relieved of its obligations under this Lease. "CONTROL," as used in this SECTION 14.7, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by ownership of voting securities, by contract or otherwise.

Non-Transfers. Notwithstanding anything to the contrary contained in this ARTICLE 14, an assignment or subletting of all or a portion of the Premises to any entity which acquires all or a part of Tenant, or which is acquired in whole or in part by Tenant, or which is controlled directly or indirectly by Tenant, or which entity controls, directly or indirectly, Tenant or which acquires all or substantially all of the stock or assets of Tenant (in each such case, an "AFFILIATE"), or any entity which owns or is owned by an Affiliate, or any assignment by operation of law or otherwise resulting from any merger or consolidation of Tenant or to any entity which purchases all or substantially all the stock or assets of Tenant, shall not be deemed a Transfer under this ARTICLE 14, provided that at least ten thirty (1030) business days prior to such assignment or sublease (ori) Tenant provides Landlord with reasonable evidence that any such entity maintains a net worth, if precluded by applicable securities laws from giving advance noticecalculated in accordance with generally accepted accounting principals, within ten consistently applied (10) business days after such assignment or sublease"NET WORTH"), or, if later, promptly after Tenant is legally permitted sufficient to inform Landlord): meet the financial obligation hereunder; (iii) Tenant notifies Landlord of any such assignment or sublease and certifies that the applicable Transfer is to an Affiliatesublease; and (iii) such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this Lease. In the event an assignment or sublease to an Affiliate is made pursuant to the TCCs of this SECTION 14.714.8, Tenant shall not be relieved of its obligations under this LeaseLease to the extent the same become the TCCs of such Affiliate pursuant to such assignment or sublease. In no event shall an offering of stock to third parties by means of a public or private offering constitute a "Transfer." "CONTROL," as used in this SECTION 14.714.8, shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person or entity, whether by ownership of voting securities, by contract or otherwise.