TRANSFER OF CORPORATE SHARES. If Tenant is a corporation or is a partnership with a corporate general partner that controls a majority interest or voting control of the partnership (other than a corporation the outstanding voting stock of which is listed on a "national securities exchange", as defined in the Securities Exchange Act of 1934) and if at any time after execution of this Lease any part or all of the corporate shares shall be transferred by sale, assignment, bequest, inheritance, operation of law or other TENANT /s/ MP LANDLORD /s/ DPW disposition (including, but not limited to, such a transfer to or by a receiver or trustee in Federal or State bankruptcy, insolvency, or other proceedings) so as to result in a change in the present control of said corporation by the person or persons now owning a majority of said corporate shares, Tenant shall give Landlord notice of such event within fifteen (15) days from the date of such transfer. In such event and whether or not Tenant has given such notice, Landlord may elect to terminate this Lease at any time thereafter by giving Tenant notice of such election, in which event this Lease and the rights and obligations of the parties hereunder shall cease as of a date set forth in such notice. In the event of any such termination, all Rental (other than any Additional Rental due Landlord resulting from Tenant's failure to perform any of its obligations hereunder) shall be adjusted as of the date of such termination.
TRANSFER OF CORPORATE SHARES. If Tenant is a corporation other than a corporation the outstanding voting stock of which is listed on a "national securities exchange," (as defined in the Securities Exchange Act of 1934) and if at any time after execution of this Lease a majority of the corporate shares shall be transferred by sale, assignment, bequest, inheritance, operation of law or other disposition (including, but not limited to, such a transfer to or by a receiver or trustee in federal or state bankruptcy, insolvency, or other proceedings) so as to result in a change in the present control of said corporation by the person(s) now owning a majority of said corporate shares, Tenant shall give Landlord notice of such event within fifteen (15) days of the date of such transfer.
TRANSFER OF CORPORATE SHARES. Notwithstanding anything to the contrary contained in this Lease, Tenant may assign this Lease or sublet all or any portion of the Premises from time to time, without Landlord's consent, to any entity controlling, controlled by or under common control with Tenant, or to any successor of Tenant resulting from a merger or consolidation of Tenant, or as a result of a sale by Tenant of all or substantially all of its assets or stock, provided that no such transfer shall relieve Tenant or the Guarantor from any liability under this Lease, whether accrued to the date of such transfer or thereafter accruing. In addition, any change in the controlling interest in the stock of Tenant as a result of an initial public offering of Tenant's stock, and any transfer of the capital stock of Tenant by persons or parties through the "over-the-counter market" or through any recognized stock exchange, shall not be deemed to be a transfer requiring Landlord's consent. Landlord shall not be entitled to receive any portion of BLUE LAKE STANDARD LEASE the Transfer consideration as described below arising out of an assignment or sublease not requiring Landlord's consent. Tenant shall provide written notice of such assignment or subletting, together with the name and address of the assignee or subtenant, five (5) days prior to the assignment or subletting to the extent permitted by law, but in no event more than ten (10) days after such assignment or subletting.
TRANSFER OF CORPORATE SHARES. Notwithstanding anything to the contrary contained in this Lease, Tenant may assign this Lease or sublet all or any portion of the Premises from time to time, without Landlord's consent, to any entity controlling, controlled by or under common control with Tenant, or to any successor of Tenant resulting from a merger or consolidation of Tenant, or as a result of a sale by Tenant of all or substantially all of its assets or stock, provided that no such transfer shall relieve Tenant or the Guarantor from any liability under this Lease, whether accrued to the date of such transfer or thereafter accruing. In addition, any change in the controlling interest in the stock of Tenant as a result of an initial public offering of Tenant's stock, and any transfer of the capital stock of Tenant by persons or parties through the "over-the-counter market" or through any recognized stock exchange, shall not be deemed to be a transfer requiring Landlord's consent. Landlord shall not be entitled to receive any portion of
TRANSFER OF CORPORATE SHARES. If Tenant is a corporation (other than a corporation the outstanding voting stock of which is listed on a "national securities exchange", as defined in the Securities Exchange Act of 1934, as amended), a change in ownership of any part or all of the corporate shares that shall be transferred by sale, assignment, bequest, inheritance, operation of law or other disposition (including, but not limited to, such a transfer to or by a receiver or trustee in federal or state bankruptcy, insolvency, or other proceedings) so as to result in a change in the present control of said corporation by the persons now owning a majority of said corporate shares shall be deemed a "transfer" for the purposes of §14.1 hereof.
TRANSFER OF CORPORATE SHARES. If at any time after execution of this Lease any part or all of the corporate shares shall be transferred by sale, assignment, bequest, inheritance, operation of law or other disposition (including, but not limited to, such a transfer to or by a receiver or trustee in federal or state bankruptcy, insolvency, or other proceedings) so as to result in a transfer in the aggregate of 35% of said corporate shares, a transfer shall be deemed to have occurred. Tenant shall give Landlord notice that such transfer is imminent at least fifteen (15) days prior to the date of such transfer. If any such transfer is made (and regardless of whether Tenant has given notice of same), Landlord may elect to terminate this Lease at any time thereafter by giving Tenant notice of such election, in which event this Lease and the rights and obligations of the parties hereunder shall cease as of a date set forth in such notice which date shall not be less than sixty (60) days after the date of such notice. In the event of any such termination, all Rent (other than any Additional Rent due Landlord by reason of Tenant's failure to perform any of its obligations hereunder) shall be adjusted as of the date of such termination.
TRANSFER OF CORPORATE SHARES. If at any time after execution of this Lease the Tenant shall merge with another corporation or entity or sell substantially all of the assets or shares to another corporation or entity, and Tenant is not the surviving entity, Tenant shall deliver to Landlord a certificate confirming that the surviving entity has a net worth or value or member's equity as applicable of not less than that of Tenant prior to such merger. Such certificate shall be delivered within fifteen (15) days after such has occurred. In no event whatsoever shall any merger or sale of assets by Tenant constitute an assignment by Tenant which would require Landlord's approval.
TRANSFER OF CORPORATE SHARES. A change in the control of a Tenant, other than a corporation which is listed on a national security exchange as defined in the Securities Exchange Act of 1934 and as amended, whether said change of control shall consist of the transfer of stocks, the sale of assets or any agreement creating a right in anyone other than the original shareholders of said corporate Tenant, excepting to members of the immediate family of said original shareholders, to conduct the Tenant's business, without the prior consent, in writing, of Landlord to said change in control or operation, shall constitute an attempted assignment or subletting in violation of this Section and shall be null and void and of no effect. Such consent shall not be unreasonably withheld and no changes shall be made in the Lease until the end of Term.
TRANSFER OF CORPORATE SHARES. If Tenant is a corporation and if at any time during the Term of this Lease any part or all of the corporate shares of Tenant, or of a parent corporation of which the Tenant is a direct or indirect subsidiary, shall be transferred by sale, assignment, bequest, inheritance, operation of law, or other disposition so as to result in a change in the present effective voting control of Tenant or of such parent corporation by the person or persons owning or controlling a majority of the shares of Tenant or of such parent corporation on the date of this Lease, Tenant shall promptly notify Landlord in writing of such change, and such change in voting control shall constitute an Assignment of this Lease for all purposes of this Section; provided, however, that this provision shall not apply to the transfer of corporate shares of a parent corporation which is publicly traded on a recognized public stock exchange or in the over-the-counter market.
TRANSFER OF CORPORATE SHARES. Tenant shall give Landlord notice within fifteen (15) days following the date upon which a Change of Control of Tenant or Tenant’s parent company is effected. In the event of a Change of Control and whether or not Tenant has given such notice, Landlord may elect, in Landlord’s sole discretion, to either:
(a) terminate this Lease at any time thereafter by giving Tenant notice of such election, in which event this Lease and the rights and obligations of the parties hereunder shall cease as of a date set forth in such notice, which date shall not be less than sixty (60) days after the date of such notice. In the event of any such termination, except for all currently due or past due Rent due Landlord, Tenant shall be released from the obligation to pay Rent as of the date of such termination; or,
(b) inform Tenant that the Change of Control does not constitute a reason for Landlord to terminate this Lease, in which event the Lease will be continued under the regular terms and conditions.
