Transfers to Related Entities. Notwithstanding anything in this Article X to the contrary, provided no Event of Default exists under this Lease or would exist but for the pendency of any cure periods provided for under Section 20.1 (unless such Event of Default requires notice under Section 20.1 and Landlord has not delivered such notice to Tenant), Tenant may, without Landlord's consent, but after providing written notice (“Related Entity Notice”) to Landlord (unless, with respect to an Asset Sale Assignee (as defined in this Section 10.4), such prior notice is prohibited under applicable laws or any commercially reasonable confidentiality agreement, in which case Tenant may provide the Related Entity Notice within 10 days after the transaction) and subject to the provisions of Section 10.1(b)(i-v), assign this Lease or sublet all or any portion of the Premises to any Related Entity (as hereinafter defined) provided that (i) such Related Entity is not a governmental entity or agency; (ii) such Related Entity's use of the Premises would not cause Landlord to be in violation of any exclusivity agreement within the Project; (iii) the tangible net worth (computed in accordance with generally accepted accounting principles exclusive of goodwill) of either Tenant or the Affiliated Entity, in the case of an assignment to an Affiliated Entity, or the Asset Sale Assignee, in the case of an assignment to the Asset Sale Assignee, after such transfer is greater than or equal to the greater of (a) the tangible net worth of Tenant as of the Date of Lease; or (b) the tangible net worth of Tenant immediately prior to such transfer, and proof satisfactory to Landlord that such tangible net worth standards have been met shall have been delivered to Landlord concurrently with the Related Entity Notice in accordance with this Section 10.4. “Related Entity” shall be defined as (i) any parent company, subsidiary, affiliate or related corporate entity of Tenant that controls, is controlled by, or is under common control with Tenant (“Affiliated Entity”) or (ii) the assignee of Tenant’s interest under this Lease as part of the sale of all or substantially all of Tenant’s assets to such assignee in one or more transactions (“Asset Sale Assignee”).
Transfers to Related Entities. Notwithstanding anything in this Article XIII to the contrary, provided no Event of Default exists under this Lease or would exist but for the pendency of any cure periods provided for under Section 18.1, Tenant may, without Landlord’s consent, but after providing written notice to Landlord and subject to the provisions of Section 13.4, make a Transfer to any Related Entity (as define herein) provided that (i) such Related Entity is not a governmental entity or agency; (ii) such Related Entity’s use of the Premises is for the Permitted Use and would not cause Landlord to be in violation of any exclusivity agreement within the Project; (iii) the Related Entity is qualified to conduct business in the State of Texas; (iv) the Transfer is made for a good faith operating business purpose and not in order to evade the requirements of this Article XIII, and (v) the net worth (computed in accordance with generally accepted accounting principles exclusive of goodwill) of either Tenant or any Transferee after such Transfer is greater than or equal to the greater of (a) the net worth of Tenant as of the Lease Date or (b) the net worth of Tenant immediately prior to such Transfer, and evidence satisfactory to Landlord that such net worth standards have been met is delivered to Landlord at least 10 days prior to the effective date of any such Transfer. “Related Entity” means (a) any parent company, subsidiary, or affiliate of Tenant that controls, is controlled by, or is under common control with Tenant, (b) a successor to Tenant by purchase of all or substantially all of Tenant’s assets, or (c) a successor to Tenant by merger or consolidation (provided that if Tenant is a closely held professional service firm, at least 75% of its equity owners existing 12 months before the Transfer are also equity owners of the successor entity).
Transfers to Related Entities. Each Party (each a “Transferring Party”) may Transfer all or part of its rights under this Agreement, or all or part of its interests in the Property acquired hereunder or otherwise, to a Wholly Owned Affiliate or Related Body Corporate without the consent of the other Party provided that the transferee covenants to be bound by this Agreement to the extent of the relevant interest transferred, and notwithstanding such Transfer, the Transferring Party will remain liable for all its obligation and liabilities hereunder prior to the date of the Transfer.
Transfers to Related Entities. Notwithstanding anything in this Article IX to the contrary, provided no Event of Default exists under this Lease or would exist but for the pendency of any cure periods provided for under Section 21.1, Tenant may, without Landlord’s consent, but after providing written notice to Landlord and subject to the provisions of Section 9.1(b)(i-iii) , assign this Lease or
Transfers to Related Entities. Notwithstanding anything in this Section 8 to the contrary, provided no Event of Default exists under this Lease, Tenant may, after providing written notice to Landlord, assign this Lease or sublet all or any portion of the Premises to any Related Entity (as hereinafter defined), and/or designate a Related Entity to take title to the Premises under Article II hereof, provided that (i) in the event of an assignment or designation, such Related Entity assumes in full all of Tenant’s obligations under this Lease; (ii) Landlord is provided with a counterpart of the fully executed agreement of assignment or sublease, and Tenant receives no compensation from the Related Entity in excess of sums due and payable under this Lease; (iii) Tenant remains liable under the terms of this Lease; (iv) such Related Entity is not a governmental entity or agency; (v) such Related Entity’s use requirement does not differ from the permitted use described herein; and (vi) such Related Entity does not require additional services other than those agreed to be provided by Landlord under the terms of this Lease and does not increase any risk to Landlord (including, without limitation, causing increased insurance rates or increased environmental hazards). “Related Entity” shall be defined as any (i) direct or indirect subsidiary or parent of Tenant, (ii) any entity resulting from a transaction with an entity into or with which Tenant is merged or consolidated, (iii) any entity to which substantially all of Tenant’s assets are transferred or (iv) Monrovia.
Transfers to Related Entities. Notwithstanding anything in this Article X to the contrary, provided no Event of Default exists under this Lease or would exist but for the pendency of any cure periods provided for under Section 20.1, Tenant may, without Landlord’s consent, but after providing written notice to Landlord and subject to the provisions of Section 10.1(b)(i-v), assign this Lease or sublet all or any portion of the Premises to any Related Entity (as hereinafter defined) provided that (a) such Related Entity is not a governmental entity or agency; (b) such Related Entity’s use of the Premises would not cause Landlord to be in violation of any exclusivity agreement within the Project; and (c) with respect to an assignment of this Lease to a Related Entity, such Related Entity as of the date of such assignment meets or exceeds the Minimum Credit Standards (as defined in Section 10.6) and proof satisfactory to Landlord that such Minimum Credit Standards have been met shall be delivered to Landlord at least 10 days prior to the effective date of any such transfer. “Related Entity” shall be defined as (i) any parent company, subsidiary, affiliate or related corporate entity of Tenant that controls, is controlled by, or is under common control with Tenant or (ii) the assignee of Tenant’s interest under this Lease as part of the sale of all or substantially all of Tenant’s assets to such assignee in one or more transactions.
Transfers to Related Entities. A transfer or change in your employment from the Company to Strategic Hotel Capital, L.L.C. or Strategic Hotel Capital, Inc. or to any of the Company’s, Strategic Hotel Capital, L.L.C.’s or Strategic Hotel Capital, Inc.’s parents, subsidiaries, affiliated entities, successors or assigns (collectively, with the Company, Strategic Hotel Capital, L.L.C., and Strategic Hotel Capital, Inc., “the Company Group”) or among Company Group members shall not be treated as an involuntary termination for purposes of this Severance Agreement. However, an involuntary termination during the term of this Severance Agreement from a Company Group member after which you are no longer employed by any member of the Company Group shall entitle you to severance benefits in accordance with the terms and conditions of this Severance Agreement.
Transfers to Related Entities. The following terms apply to any transfer to a Wholly Owned Affiliate.
Transfers to Related Entities. Notwithstanding anything in this ARTICLE X to the contrary, provided no Event of Default exists under this Lease or would exist but for the pendency of any cure periods provided for under SECTION 21.1, Tenant may, without Landlord's consent, but after providing written notice to Landlord, assign this Lease or sublet all or any portion of the Premises to any Related Entity (as hereinafter defined) provided that (i) in the event of an assignment, such Related Entity assumes in full all of Tenant's obligations under this Lease; (ii) Landlord is provided with a counterpart of the fully executed agreement of assignment or sublease; (iii) Tenant remains liable under the terms of this Lease; (iv) such Related Entity is not a governmental entity or agency; (v) such Related Entity's use requirement does not differ from the permitted use described in SECTION 1.7 hereof; (vi) such Related Entity does not require additional services other than those agreed to be provided by Landlord under the terms of this Lease; and
Transfers to Related Entities. Transfer" within the meaning of this Paragraph 19 shall not include any sublease or assignment of all or a portion of the Premises to any (i) person, corporation or partnership which controls, is controlled by or is under common control with Tenant; (ii) a successor corporation related to Tenant by merger, consolidation, nonbankruptcy reorganization or government action; or (iii) a purchaser of substantially all of the Tenant's assets; provided that, in each instance described above, (a) the transferee assumes the obligations of the Tenant under this Lease in a written instrument delivered to Landlord; (b) the transferor Tenant remains liable as a primary obligor for the obligations of Tenant under this Lease; and (c) the financial strength of the transferee Tenant is no less than Tenant's financial strength as of the Commencement Date or the date of such Transfer, whichever is greater. Tenant shall notify Landlord of any such transfer to a related or successor entity prior to its consummation.
