Common use of Permitted Assignment Clause in Contracts

Permitted Assignment. City agrees that Licensee shall be permitted to enter into an Assignment of this Master License, without City's prior consent but with notice to City as provided below, to: (a) an Affiliate, which is an entity that directly or indirectly controls, is controlled by or is under the common control with, Licensee, and has a net worth of at least Ten Million Dollars ($10,000,000); (b) a Subsidiary, which is an entity controlled by Licensee and has a net worth of at least Ten Million Dollars ($10,000,000); (c) an entity which acquires all or substantially all of Licensee’s assets in the market in which the licensed Premises are located (as the market is defined by the Federal Communications Commission (FCC)) due to an order or directive of the FCC; (d) an entity that acquires Licensee by change of stock ownership or partnership interest. An Assignment is permitted (that is, does not require the SFMTA’s consent) under the circumstances stated above, only to the extent that the Assignee will use the Premises in the same manner as Licensee under this Master License and will hold all licenses, permits, and other approvals necessary to lawfully install Equipment on a Pole. As used above, the term "control" shall mean (a) as to a corporation, the ownership of stock having the right to exercise more than fifty percent (50%) of the total combined voting power of all classes of stock of the controlled corporation, issued and outstanding, and (b) as to partnerships and other forms of business associations, ownership of more than fifty percent (50%) of the beneficial interest and voting control of such association. Licensee shall provide SFMTA notice (30) days before the effective date such Assignment. Said notice shall include the contact information for the proposed Assignee and financial information establishing that the proposed Assignee meets the capital and fiscal qualifications stated in this Section. This section shall not apply if the Licensee is in default of this Master License.