Permitted Transfers to Affiliates. Notwithstanding the foregoing provisions of this Article 10 to the contrary, the assignment or subletting by Tenant of all or any portion of this Lease or the Premises to (a) a parent or subsidiary of Tenant, or (b) any person or entity which controls, is controlled by or under common control with Tenant, or (c) any entity which purchases all or substantially all of the assets of Tenant, or (d) a successor to Tenant or any of the foregoing entities by purchase, merger, consolidation or reorganization (all such persons or entities described in (a), (b), (c) and (d) being sometimes hereinafter referred to as “Affiliates”) shall not be deemed a Transfer under this Article 10, and thus shall not be subject to the requirement of obtaining Landlord’s consent thereto in Section 10.1, Landlord’s right to receive any Transfer Premium pursuant to Section 10.2(a) or Landlord’s recapture right pursuant to Section 10.3 above, provided that:
Permitted Transfers to Affiliates. Subject to Section 11.7, any Member may, without triggering the requirements of Section 11.3 or 11.4, Transfer any or all of its/his Units to any Affiliate.
Permitted Transfers to Affiliates. Subject to Sections 12.2 and 12.3, any Member may, without triggering the requirements of Article 10, Dispose of all or a portion of his, her or its Membership Interest to any Affiliate.
Permitted Transfers to Affiliates. (a) Notwithstanding the prohibition on transfers contemplated by this Article IV, a Shareholder may transfer any or all of the Shares held by it to any of its Affiliates, without complying with the provisions of this Article IV other than Section 4.1(b) through (e); provided that (i) such Affiliate shall have agreed in writing with all parties hereto that it will immediately transfer all Shares and all rights and obligations hereunder to such Shareholder or another Affiliate of such Shareholder if it ceases to be an Affiliate of such Shareholder and (ii) as a condition to such transfer, such Affiliate shall become a party to this Agreement as provided in Section 4.1(b).
Permitted Transfers to Affiliates. If no default on the part of Tenant has occurred and is continuing, Tenant may assign this Lease or sublet any portion of the Premises (hereinafter collectively referred to as a "Permitted Transfer") to (i) a parent or subsidiary of Tenant, (ii) an entity into which Tenant is merged or consolidated, (iii) an entity to which substantially all of Tenant's assets are transferred, or (iv) an association or joint venture in which Tenant has a material interest as evidenced in a written partnership or joint venture agreement (collectively, "Tenant Affiliate"), without first obtaining Landlord's written consent, if Tenant notifies Landlord at least ten (10) business days prior to the Permitted Transfer and provides Landlord with (a) in the case of a Permitted Transfer described in subsections (i), (ii) or (iii), information satisfactory to Landlord in order to determine the net worth both of the successor entity and of Tenant immediately prior to such assignment, and showing the net worth of the successor to be at least equal to the net worth of Tenant, or (b) in the case of a Permitted Transfer to an association or joint venture in which Tenant has a material interest, a copy of the executed partnership or joint venture agreement which documents that Tenant has a material interest in such association or joint venture, In the event of a Permitted Transfer, the provisions of Sections 17.C, 17.E, 17.F and 32.D shall not apply, provided that Tenant shall still be obligated to provide prior written notice of such Permitted Transfer to Landlord.
Permitted Transfers to Affiliates. 11.7 Any Shareholder may Transfer any of its Shares to any of its Affiliates (each, a "Permitted Transferee"), provided that:
Permitted Transfers to Affiliates. Notwithstanding the foregoing provisions of this Article 14 to the contrary, (i) the assignment or subletting by Tenant of all or any portion of this Lease or the Premises to (A) a parent or subsidiary of Tenant, or (B) any person or entity which controls, is controlled by or under common control with Tenant, or (C) any entity which purchases all or substantially all of the assets and/or stock of Tenant, or (D) a successor to Tenant or any of the foregoing entities by purchase, merger, consolidation or reorganization (all such persons or entities described in clauses (A), (B), (C) and (D) hereinabove being sometimes hereinafter referred to as “Affiliates”), or (ii) Tenant’s decision to enter into any of the transactions deemed an “assignment” pursuant to the provisions of Section 14.6 above (which is other than the dissolution of Tenant without immediate reconstitution thereof) with any such Affiliate, or (iii) any Transfer resulting from an initial public offering by Tenant shall not be deemed a Transfer under this Article 14, and thus shall not be subject to the requirement of obtaining Landlord’s consent thereto in Section 14.2 above, or Landlord’s right to receive any Transfer Premium pursuant to Section 14.3 above, provided that:
Permitted Transfers to Affiliates. Notwithstanding the provisions under Section 5.1(a) above, any Shareholder may, at any time, upon prior notice to the other Shareholders and to the Company, partially or totally Transfer all its Shares to an Affiliate thereof, provided, however, that (i) contemporaneously with effecting such Transfer such Affiliate becomes a party to this Agreement, (ii) the transferring Shareholder shall be obligated to reacquire forthwith the Shares so transferred in the event such Affiliate ceases to be an Affiliate of the transferring Shareholder or intends to effect a Transfer of such Shares to another Affiliate, (iii) the transferring Shareholder assumes joint liability with its Affiliates for the obligations hereunder, (iv) the transferring Shareholder shall be deemed jointly and severally liable and shall be treated as a single shareholder hereunder together with such Affiliate; (v) any Transfer to an Affiliate shall subrogate such Affiliate on any rights and obligations set forth in this Agreement, and (vi) in any case, the final ownership, voting and management structure and all the material details related to the transferee shall be fully disclosed to the other Shareholders. An Affiliate complying with such provisions (i) to (iv) and (vi) shall be deemed to be an “Exempt Transferee” (“Exempt Transferee”).
Permitted Transfers to Affiliates. Section 8.1 shall not apply to a transfer by a Participant of its entire interest in the Joint Venture to an Affiliate, provided that contemporaneously with such transfer:
Permitted Transfers to Affiliates. Subject to Section 5.1 and 9.2, but notwithstanding any other provision of this Article 5, a Shareholder may assign and transfer any or all of its Shares to any Affiliate, including in the case of TAVF any other entity under common management with TAVF, without triggering the requirements of Section 5.2.
