Occupancy Transaction definition

Occupancy Transaction means any Transfer, Encumbrance, Change of Control, or other arrangement whereby the identity of the person or persons using, occupying or possessing the Premises changes or may change, whether such change be of an immediate, deferred, conditional, exclusive, nonexclusive, permanent or temporary nature.
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Occupancy Transaction. Section 19.3.2 "Transferee" Section 19.3.3 "Control" Section 19.4 Landlord's Costs
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Occupancy Transaction means any (i) assignment of some or all of Tenant's interest and rights in the Lease and/or the Premises, including Tenant's right to use, occupy and possess the Premises, or (ii) sublease of Tenant's right to use, occupy and possess the Premises, in whole or in part, or (iii) granting of a concession or management arrangement pertaining to the Premises in whole or part, or (iv) mortgage, deed of trust, pledge, hypothecation, lien, or other security arrangement with respect to Tenants interest in the Lease, foreclosure of which may result in an Occupancy Transaction; provided, however, furniture, fixture and equipment financing shall not constitute an "Occupancy Transaction", or (v) change of Control of Tenant, or (vi) permitting the Premises or any part thereof to be occupied by anyone other than Tenant or Tenant's employees (as such employees may change from time to time). Notwithstanding anything to the contrary contained in this Article 19, an "Occupancy Transaction" shall not include, and Tenant shall not be required to obtain Landlord's consent for any of the following transactions: (a) any assignment, sublease or other transfer of this Lease of all of the Premises to (A) any person or entity which is a parent (owning all or substantially all of the ownership interest of Tenant) or a wholly-owned subsidiary of Tenant, or (B) any corporation or other entity into which or with which all or substantially all of the assets or ownership interests of Tenant are merged or consolidated; or (b) any assignment, sublease or other transfer of this Lease of all of the Premises to any person or entity acquiring all or substantially all of the assets of Tenant operating under the same trade name of Tenant as of the date of such transfer, or (c) any sale, assignment, or other transfer of all of the shares of stock, partnership interests, limited liability company membership interests, or other ownership interests in Tenant resulting in a change in the Control of Tenant; or (d) in connection with any public offering of stock in Tenant, transfer of stock between, or among any partners, members, owners, limited partners, or other persons or entities having an ownership interest in Tenant. Tenant covenants that in the event of the occurrence of any of the foregoing transactions (a) through (d) above (excluding an initial public offering under item (d)), that, as a result thereof, there will not be a material and adverse change in Tenant's net worth (or if there is a mat...
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Examples of Occupancy Transaction in a sentence

  • Any Occupancy Transaction purportedly consummated in violation of the provisions of this Article shall be null and void and of no force or effect.

  • Within thirty (30) days after receipt of Tenant's request for consent and all items required under Section 15.3, Landlord shall (a) consent to the proposed Occupancy Transaction, (b) exercise its rights under Section 15.6, or (c) refuse to consent to the Occupancy Transaction.

  • Tenant shall, on demand of Landlord, reimburse Landlord for all Landlord's reasonable costs, including attorney fees, incurred in obtaining advice and preparing documentation for each requested Occupancy Transaction not to exceed One Thousand Dollars ($1,000.00) per occurrence.

  • Landlord shall not unreasonably withhold its consent to a change in Tenant's Trade Name in connection with an approved Occupancy Transaction.

  • Tenant shall not enter into or consent to any Occupancy Transaction other than an Encumbrance without first obtaining Landlord's written consent, which Landlord shall not withhold unreasonably.

  • Such right shall be exercisable by Landlord by giving Tenant notice of its election to purchase as provided in Section 15.4. Upon such election, the proposed Transferee shall have no right to purchase Tenant's interest, Landlord and Tenant shall execute an agreement setting forth the terms and conditions of the purchase, and the proposed Occupancy Transaction shall be deemed to have been disapproved.

  • In no event shall the Minimum Annual Rent, as adjusted, be less than the Minimum Annual Rent in effect prior to the effective date of the Occupancy Transaction.

  • No failure of Landlord to elect to exercise its rights hereunder shall be construed as consent to the proposed Occupancy Transaction or a waiver of such rights with respect to any future proposed Occupancy Transaction.

  • Any purported Occupancy Transaction consummated in violation of the provisions of this Article XIX shall be null and void and of no force or effect.

  • Tenant shall pay to Landlord the amount of [***] for each Occupancy Transaction to which Landlord shall have consented, which amount shall be deemed to reimburse Landlord for its expenses in reviewing and approving Tenant's request for Landlord's consent, in addition to the sales percentage price described in Section 19.1 above.


More Definitions of Occupancy Transaction

Occupancy Transaction means any Transfer, Encumbrance, Change of Control, or other arrangement whereby the identity of the person or persons using, occupying or possessing the Premises changes or may change, whether such change be of an immediate, deferred, conditional, exclusive, nonexclusive, permanent or temporary nature. “Transfer” means any voluntary, unconditional and present (i) assignment of some or all of Tenant’s interest, rights and duties in this Lease and the Premises, including Tenant’s right to use, occupy and possess the Premises, or (ii) sublease of Tenant’s right to use, occupy and possess the Premises, in whole or in part. “Encumbrance” means any conditional, contingent or deferred assignment, sublease or conveyance voluntarily made by Tenant of some or all of Tenant’s interest, rights or duties in this Lease or the Premises, including Tenant’s right to use, occupy or possess the Premises, in whole or in part, including, without limitation, any mortgage, deed of trust, pledge, hypothecation, lien, franchise, license, concession or other security arrangement. “Encumbrance” shall not include financing secured by Tenant’s furniture, trade fixtures and equipment. “Transferee” means the proposed assignee, sublessee, mortgagee, beneficiary, pledgee or other recipient of Tenant’s interest, rights or duties in this Lease or the Premises in an Occupancy Transaction. “Change of Control” means the transfer by sale, merger, assignment, death, incompetency, mortgage, deed of trust, trust, operation of law, or otherwise of any shares, voting rights or ownership interests which will result in a change in the identity of the person or persons exercising, or who may exercise, effective control of Tenant, unless such change results from the trading of shares listed on a recognized public stock exchange and such trading is not for the purpose of acquiring effective control of Tenant. If Tenant is a private corporation whose stock becomes publicly held, the transfers of such stock from private to public ownership shall not be deemed a Change of Control. If Tenant is a sole proprietorship, the death or incapacity of Tenant shall be deemed a Transfer.
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Occupancy Transaction means any Transfer, Encumbrance, Change of Control, or other arrangement whereby the identity of the person or persons using, occupying or possessing the Premises changes or may change (including without limitation the merger or consolidation of Tenant with any other corporation or business entity as well as the change or conversion of Tenant to any company, partnership or other entity which possesses the characteristics of limited liability}, whether such change be of an immediate, deferred, conditional, exclusive, nonexclusive, permanent or temporary nature ; and (e) "Transferee" means the proposed assignee, sublessee, mortgagee, beneficiary, pledges or other recipient of Tenant's interest, rights or duties in this Lease or the Premises in an Occupancy Transaction. 12.2
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Related to Occupancy Transaction

  • Real estate transaction or "transaction" means an actual or prospective transaction involving a purchase, sale, option, or exchange of any interest in real property or a business opportunity, or a lease or rental of real property. For purposes of this chapter, a prospective transaction does not exist until a written offer has been signed by at least one of the parties.

  • Retail transaction means the purchase of prepaid wireless telecommunications service from a seller for any purpose other than resale.

  • Acquisition Transaction means any transaction or series of transactions involving:

  • Permitted Securitization Transaction Any financing transaction undertaken by the Seller or an Affiliate of the Seller that is secured, directly or indirectly, by the Collateral or any portion thereof or any interest therein, including any sale, lease, whole loan sale, asset securitization, secured loan or other transfer.

  • Securitization Transaction Any transaction involving either (1) a sale or other transfer of some or all of the Mortgage Loans directly or indirectly to an issuing entity in connection with an issuance of publicly offered or privately placed, rated or unrated mortgage-backed securities or (2) an issuance of publicly offered or privately placed, rated or unrated securities, the payments on which are determined primarily by reference to one or more portfolios of residential mortgage loans consisting, in whole or in part, of some or all of the Mortgage Loans.

  • Material Permitted Acquisition means a Permitted Acquisition involving consideration of $300.0 million or greater.

  • Permitted Acquisition means any acquisition by Borrower or any of its wholly owned Subsidiaries, whether by purchase, merger, amalgamation or otherwise, of all or substantially all of the assets of, all of the Equity Interests of, or a business line or unit or a division of, or a product or a product candidate of, any Person; provided that:

  • Termination Transaction has the meaning set forth in Section 11.2.B hereof.

  • Permitted Transaction means any transaction involving (i) a Swap that is not a Required Transaction or (ii) a Required Transaction that is a component of a Covered Package Transaction.