Assignment Profit as used herein shall mean an amount equal to the excess of (x) all sums and other consideration paid to Tenant by the assignee for or by reason of such assignment, including, without limitation, any sums paid for Tenant’s fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property over (y) the Transaction Costs (as hereinafter defined).
Assignment Profit means an amount equal to all sums and other considerations paid to Tenant by the assignee for or by reason of such assignment (including, but not limited to, sums paid for the sale or rental of Tenant's fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property, less, in the case of a sale thereof, the then net unamortized or undepreciated portion (determined on the basis of Tenant's federal income tax returns) of the amount, if any, by which the original cost thereof exceeded any amounts paid for or contributed by Landlord which were applied by Tenant against such original cost pursuant to the terms of this Lease).
Assignment Profit means all consideration payable to Tenant, directly or indirectly, by any assignee, or any other amount received by Tenant from or in connection with any assignment of this Lease (including, but not limited to, sums paid (x) for the sale or rental, or consideration received on account of any contribution, of Tenant's Property, or (y) in connection with a Recapture Assignment) after deducting therefrom: (i) in the event of a sale (or contribution) of Tenant's Property, the then unamortized or undepreciated cost thereof determined on the basis of Tenant's federal income tax returns, (ii) the reasonable out-of-pocket costs and expenses of Tenant in making such assignment, such as brokers' fees, attorneys' fees, and advertising fees paid to unrelated third parties, (iii) any real property transfer tax of the United States or the City or State of New York (other than any income tax), (iv) any sums paid by Tenant to Landlord pursuant to Section 12.2 hereof, (v) the cost of improvements or alterations made by Tenant expressly and solely for the purpose of preparing the Premises for such assignment, as determined by Tenant's federal income tax returns, (vi) the unamortized or undepreciated cost of any Tenant's Property leased to and used by such assignee, and (vii) the then unamortized or undepreciated cost of the Alterations determined on the basis of Tenant's federal income tax returns. If the consideration paid to Tenant for any assignment is paid in installments, then the expenses specified above shall be amortized over the period during which such installments are paid.
Examples of Assignment Profit in a sentence
Tenant shall pay to Landlord from time to time an amount equal to fifty percent (50%) of Assignment Profit promptly after Tenant receives funds that constitute Assignment Profit.
Assignor and Assignee acknowledge that Subsection (i) of Article 12J of the Lease provides that Assignor shall pay to Landlord a sum (the "Assignment Profit") equal to one hundred percent (100%) of all sums and other consideration paid to Assignor by Assignee for or by reason of such assignment (less all expenses reasonably and actually incurred by Assignor in connection with the assignment as further described in Article 12J of the Lease).
Each of Assignor and Assignee hereby represent and warrant to Landlord that there is no Assignment Profit arising from or paid in connection with the execution and delivery of this Agreement.
Tenant shall pay to Landlord from time to time an amount equal to one hundred percent (100%) of Assignment Profit promptly after Tenant receives funds that constitute Assignment Profit.
In the event of an assignment or subletting of all or any portion of the Premises (other than with respect to an affiliate controlled by Tenant or in connection with a merger or consolidation of Tenant), then the Tenant shall, in consideration therefore, pay Landlord in Additional Rent an amount equal to one-half of the "Assignment Profit" (as hereinafter defined) and one-half of the "Sublease Profit" (as hereinafter defined) as the case may be.
More Definitions of Assignment Profit
Assignment Profit means fifty percent (50%) of the difference between (x) all sums and other considerations paid to Tenant by the assignee for or by reason of such assignment (including, but not limited to, sums paid for the sale or rental of Tenant’s fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property, less in the case of a sale thereof, the then unamortized or undepreciated cost thereof determined on the basis of Tenant’s federal income tax returns) and (y) the reasonable costs incurred by Tenant in affecting such assignment, including, without limitation, rent concessions (but only to the extent such rent concessions (i) are not reflected in, or otherwise taken into consideration in, any of the amounts described in the preceding clause (x) (through a reduction of those amounts or otherwise) or (ii) have not already been included within any other category described within this clause (y)), legal fees, brokerage commissions, advertising costs and any work performed by Tenant, at its expense, based upon bills, receipts or other evidence of such costs reasonably satisfactory to Owner. The Assignment Profit shall be paid to Owner within ten (10) days after the same is paid by the assignee to Tenant. As used herein, the term “Sublease Profit” shall mean fifty percent (50%) of the difference between (x) all sums and other considerations paid to Tenant by the subtenant for or by reason of such sublease (including, but not limited to, sums paid for the sale or rental of Tenant’s fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property, less in the case of a sale thereof, the then unamortized or undepreciated cost thereof determined on the basis of Tenant’s federal income tax returns) and (y) the reasonable costs incurred by Tenant in affecting such sublease, including, without limitation, rent concessions (but only to the extent such rent concessions (i) are not reflected in, or otherwise taken into consideration in, any of the amounts described in the preceding clause (x) (through a reduction of those amounts or otherwise) or (ii) have not already been included within any other category described within this clause (y)), legal fees, brokerage commissions, advertising costs and any work performed by Tenant, at its expense, based upon bills, receipts or other evidence of such costs reasonably satisfactory to Owner. The Sublease Profit shall be paid to Owner within ten (10) days after the same is paid ...
Assignment Profit means an amount equal to all sums and other considerations paid to Tenant by the assignee for or by reason of such assignment (including, but not limited to, sums paid for the sale or rental of Tenant’s fixtures and leasehold improvements, equipment, furniture, furnishings or other personal property which exceed the fair market value of such items) which is in excess of the Basic Rent and Additional Rent accruing pursuant to the terms hereof through the remainder of the Term, provided further that the parties agree that the Assignment Profit shall not in any event include the sale proceeds in connection with the sale of substantially all of the assets of Tenant (other than with respect to the value of Tenant’s fixtures and leasehold improvements). “Sublease Profit” shall mean, in any year of the Term (aa) any rents, additional charges or other consideration payable under the sublease to Tenant by the subtenant which is in excess of the Basic Rent and Additional Rent accruing during such year of the Term in respect of the subleased space (at the rate per square foot payable by Tenant hereunder) pursuant to the terms hereof and (bb) all sums paid for the sale or rental of Tenant’s fixtures and leasehold improvements, equipment, furniture or other personal property which exceed the fair market value of such items, which net unamortized amount shall be deducted from the sums paid in connection with such sale in equal monthly installments over the balance of the term of the sublease (each such monthly deduction to be in an amount equal to the quotient of the net unamortized amount, divided by the number of months remaining in the Term). The sums payable under this Article shall be paid to Landlord as and when due from the subtenant to Tenant. Tenant shall make reasonable efforts to collect said sums payable to Tenant by an assignee or subtenant, as the case may be;
Assignment Profit with respect to any assignment shall mean (i) the Assignment Consideration received by Tenant with respect to such assignment, minus (ii) the sum of (a) all reasonable amounts paid by Tenant in connection with such assignment (1) in making alterations to (or other changes in the layout and finish of) the Demised Premises (other than to the extent funded by Landlord as part of Landlord’s Contribution) and/or (2) in providing a fund to the assignee for such purpose (by way of work allowance or the like), plus (b) the amount of (1) commercially reasonable out-of-pocket brokerage commission(s) paid in connection with such assignment and (2) commercially reasonable out-of-pocket legal fees paid by Tenant in connection with such assignment, plus (c) the amount paid by Tenant to reduce the rent payable under this Lease in connection with the entering into of such assignment plus (d) the amount of all other reasonable concessions paid by Tenant in connection with such assignment (e.g., takeover expenses and/or payment of moving expenses), plus (e) the amount of any out-of-pocket advertising and marketing costs incurred with respect to the Demised Premises, plus (f) Tenant’s Hard Costs and Soft Costs (which were not funded in whole or part by Landlord) amortized on a straight-line basis over the Initial Term [***], to the extent such amortization is allocable to the period after such assignment, plus (g) all sales and/or transfer taxes paid by Tenant in connection with such assignment.
Assignment Profit shall have the meaning set forth in Section 8.07C hereof.
Assignment Profit with respect to any assignment shall mean (i) the Assignment Consideration received by Tenant with respect to such assignment, minus (ii) the sum of (a) all reasonable amounts paid by Tenant in connection with such assignment (1) in making alterations to (or other changes in the layout and finish of) the Demised Premises (other than to the extent funded by Landlord as part of Landlord’s Contribution) and/or (2) in providing a fund to the assignee for such purpose (by way of work allowance or the like), plus (b) the amount of (1) commercially reasonable out-of-pocket brokerage commission(s) paid in connection with such assignment and (2) commercially reasonable out-of-pocket legal fees paid by Tenant in connection with such assignment, plus (c) the amount of all other reasonable concessions paid by Tenant in connection with such assignment (e.g., takeover expenses and/or payment of moving expenses), plus (d) the amount of any out-of-pocket advertising and marketing costs incurred with respect to the Demised Premises, plus (e) Tenant’s Hard Costs and Soft Costs (which were not funded in whole or part by Landlord) amortized on a straight-line basis over a sixteen (16) year period, to the extent such amortization is allocable to the period after such assignment, plus (f) all sales and/or transfer taxes paid by Tenant in connection with such assignment.
Assignment Profit and "Sublease Profit", Tenant's Costs with respect thereto shall be deducted as and when they are paid by Tenant (or, as necessary, deducted from future Assignment Profit or Sublease Profit, as the case may be, to the extent that current Tenant Costs exceed current Assignment Profit or Sublease Profit, as the case may be).
Assignment Profit means an amount equal to all sums and other consideration, including, without limitation, any and all noncash consideration, paid or otherwise provided to Tenant by the assignee for or by reason of any such assignment (including, but not limited to, sums paid for the sale or rental of Tenant's fixtures, leasehold improvements, equipment, furniture, furnishings or other personal property, less, in the case of a sale thereof, the then net unamortized or undepreciated cost thereof, or in the case of rental thereof, less the lease cost of such items, all determined on the basis of sound accounting principles, consistently applied) less the total amount of the following, as and when paid or otherwise provided by Tenant to the assignee or independent third parties in connection with such assignment: reasonable brokerage, advertising and attorneys fees, tenant finish costs and concessions, including, without limitation, any and all non-cash consideration (such as the provision of furniture).