Common use of Transfers of Interests in Tenant Clause in Contracts

Transfers of Interests in Tenant. The transfer of any controlling interest in Tenant (other than to a Permitted Assignee) shall be deemed an assignment within the meaning of this Article XII. Any transaction by which Tenant or any manager, majority shareholder, or general partner of Tenant undergoes a merger or other reorganization, including, without limitation, a sale of all or substantially all of its assets, wherein the stakeholders of Tenant or of Tenant’s member, majority shareholder, or general partner, as applicable, immediately before the merger or reorganization do not retain control of the surviving corporation, limited partnership, limited liability company, or other entity, shall be deemed a transfer of this Lease for purposes of this Article XII unless the resulting Tenant is a Permitted Assignee. Notwithstanding anything to the contrary contained herein, if Tenant is a publicly traded company, any sale or other transfer of any of the stock of, or other ownership interests in, Tenant shall not be deemed an assignment within the meaning of this Article XII unless said sale or other transfer is made by a person or entity (or related groups of persons or entities) owning a controlling interest in Tenant and results in a change in the person(s) or entity/entities having control of Tenant. As used in this Section 12.2, the term “control” and related words shall have the meaning set forth in Article 1.