Transfer Profit definition
Transfer Profit means, for a sublease, all rent, additional rent or other consideration paid by such Transferee in excess of the Rent payable by Tenant under this Lease (on a monthly basis during the Term, and on a per rentable square foot basis, if less than all of the Premises is transferred). Transfer Profit shall also include any bonus amount paid by Transferee to Tenant, and any payment in excess of the fair market value for services rendered by Tenant to Transferee or in excess of Tenant’s depreciated tax basis for assets, fixtures, inventory, equipment or furniture transferred by Tenant to Transferee. In determining Transfer Profit, Tenant shall be permitted to deduct any “free rent”, tenant improvement costs, and reasonable legal and brokerage costs actually paid by Tenant to third parties unaffiliated with Tenant in connection with the particular Transfer, which costs shall have been documented to Landlord’s reasonable satisfaction (which costs shall be amortized on a straight-line basis over the term of the Transfer). Tenant shall pay such portion of the Transfer Profit to Landlord on a monthly basis within ten (10) days after receipt thereof, without affecting or reducing any other obligations of Tenant hereunder. Tenant shall send each such payment with a detailed statement. Landlord shall have the right to audit Tenant’s books and records to verify the accuracy of Tenant’s statement. Table of Contents
Transfer Profit means, with respect to any particular Transfer, the excess (if any) of (x) the Transfer Inflow for such Transfer for the period beginning on the first (1st) day of the term of the applicable Transfer (if such Transfer is a sublease or sublicense) or the date that such Transfer becomes effective (if such Transfer is an assignment of the tenant’s interest under this Lease or an assignment of the subtenant’s interest under a sublease or a sublicense (or further sublease or sublicense)) (as the case may be), over (y) the sum of (a) the Transfer Outflow for such Transfer for such period, and (b) the Amortized Transfer Expenses for such Transfer for such period.
Transfer Profit means the excess, if any. of (a) the fixed rent, additional rent and all other charges and sums actually received by Tenant either initially or over the term of the sublease or assignment plus all other profits and increases actually received by Tenant as a result of such subletting or assignment, after deducting the reasonable costs of Tenant incurred in such subleasing or assignment (the definition of which shall be limited to rent concessions, architectural fees, attorneys’ fees, moving expenses, brokerage commissions and alteration allowances associated with the subleasing or assignment at issue, in each case actually paid) over (b) the Minimum Rent and Additional Rent and other charges provided in this Lease (provided, however, that for the purpose of calculating the Transfer Profits in the case of a sublease, appropriate prorations shall be made based on the percentage of the Premises subleased). At Landlord’s option, the assignee shall be required to make all payments directly to Landlord and. following receipt by Landlord of the Minimum Rent, Additional Rent and other sums which shall have then accrued and become due and payable pursuant to the other terms of this Lease, Landlord shall remit to Tenant any amounts that may be due Tenant to reimburse Tenant for the corresponding sums which Tenant had paid to Landlord. Promptly after the execution and delivery of any such permitted assignment or sublease or the documentation relating to any other such permitted Transfer. Tenant shall deliver a duplicate original thereof to Landlord. Unless Tenant is a corporation or other entity whose capital stock or interests are publicly traded on a nationally recognized securities exchange, then (in one or more transactions) (i) a transfer of 50% or more of the beneficial or record ownership of the capital stock, of any class, of Tenant or a transfer of 50% or more of the voting control of any such stock other than a transfer to a “Permitted Transferee” (as hereinafter defined), (ii) a transfer of 50% or more of the partnership interest or other beneficial interest in Tenant other than to a transfer to a Permitted Transferee and/or (iii) any merger or consolidation of Tenant with another entity shall each be treated as and deemed to be a Transfer which shall be subject to the foregoing provisions of this Section. RM:6995119:7 Village Center Lease Agreement Initials: L: , T:
Examples of Transfer Profit in a sentence
Tenant shall pay such Transfer Profit to Landlord on a monthly basis within ten (10) days after receipt thereof, without affecting or reducing any other obligations of Tenant hereunder.
If the Transfer Profit respecting any Transfer shall be found understated, Tenant shall within thirty (30) days after demand pay the deficiency, and if understated by more than two percent (2%) Tenant shall pay Landlord’s costs of such audit.
Transfer Profit shall also include any bonus amount paid by Transferee to Tenant, and any payment in excess of the fair market value for services rendered by Tenant to Transferee or in excess of Tenant’s depreciated tax basis for assets, fixtures, inventory, equipment or furniture transferred by Tenant to Transferee.
Tenant shall pay such Transfer Profit to Landlord on a monthly basis within thirty (30) days after receipt thereof, without affecting or reducing any other obligations of Tenant hereunder.
If Landlord consents to a Transfer, as a condition thereto, which the parties hereby agree is reasonable, Tenant shall pay to Landlord, as Additional Rent, one half (1/2) of any Transfer Profit collected by Tenant from such Transfer.
More Definitions of Transfer Profit
Transfer Profit means, with respect to any particular Transfer for any particular calendar month, the excess (if any) of (x) the Transfer Inflow for such Transfer for such calendar month, over (y) the sum of (I) the Transfer Outflow for such Transfer for such calendar month, and (II) the Amortized Transfer Expenses for such Transfer for such calendar month.
Transfer Profit means, for a sublease, all rent, additional rent or other consideration paid by such Transferee in excess of the Rent payable by Tenant under this Lease (on a monthly basis during the Term, and on a per rentable square foot basis, if less than all of the Premises is transferred). Transfer Profit shall also include any bonus amount paid by Transferee to Tenant, and any payment in excess of the fair market value for services rendered by Tenant to Transferee or in excess of Tenant’s depreciated tax basis for assets, fixtures, inventory, equipment or furniture transferred by Tenant to Transferee. In determining Transfer Profit, Tenant shall be permitted to deduct any reasonable legal, brokerage and tenant improvement costs actually paid by Tenant to third parties unaffiliated with Tenant in connection with the particular Transfer, which costs shall have been documented to Landlord’s reasonable satisfaction (which costs shall be amortized on a straight-line basis over the term of the Transfer). Tenant shall pay such Transfer Profit to Landlord on a monthly basis within ten (10) days after receipt thereof, without affecting or reducing any other obligations of Tenant hereunder. Tenant shall send each such payment with a detailed statement. Landlord shall have the right to audit ▇▇▇▇▇▇’s books and records to verify the accuracy of ▇▇▇▇▇▇’s statement. For the avoidance of doubt, no Transfer Profit shall be due in connection with any Permitted Transfers (as defined in Section 12.7.3).
Transfer Profit means any Sublease Profit and/or Assignment Profit.
Transfer Profit means (i) for a lease assignment, all consideration paid or payable therefor less Subtenant’s reasonable costs incurred in connection with such assignment, including, but not limited to, broker’s commissions and attorneys’ fees, and (ii) for a sublease, all rent, additional rent or other consideration paid by such transferee in excess of the total of (x) Rent payable by Tenant under this Sublease (on a monthly basis during the Term, and on a per rentable square foot basis, if less than all of the Premises is transferred), and (y) Subtenant’s reasonable costs incurred in connection with such assignment, including, but not limited to, broker’s commissions, attorneys’ fees, rent abatements, improvement allowances and the reasonable expense of any sublandlord’s work or improvements. Subtenant shall pay such Transfer Profit to Sublandlord on a monthly basis within ten (10) days after receipt thereof, without affecting or reducing any other obligations of Subtenant hereunder. Subtenant shall send each payment with a detailed statement. Sublandlord shall have the right to inspect Subtenant’s books and records to verify the accuracy of Subtenant’s statement.
Transfer Profit means, with respect to any period, the excess (if any) of (x) the Transfer Inflow for such period, over (y) the sum of (I) the Transfer Outflow for such period, and (II) the Amortized Transfer Expenses for such period.
Transfer Profit means the product of (x) the Transfer Rent Per Square Foot less the Rent Per Square Foot, and (y) the number of rentable square feet constituting the portion of the Premises subject to the Transfer;
Transfer Profit means for a lease assignment, all consideration paid or payable therefor. “Transfer Profit” shall mean, for a sublease, all rent, additional rent or other consideration paid by such Transferee in excess of the Rent payable by Tenant under this Lease (on a monthly basis during the Term, and on a per rentable square foot basis, if less than all of the Premises is transferred). Transfer Profit shall also include any bonus amount paid by Transferee to Tenant, and any payment in excess of the fair market value for services rendered by Tenant to Transferee or in excess of Tenant’s depreciated tax basis for assets, fixtures, inventory, equipment or furniture transferred by Tenant to Transferee. In determining Transfer Profit, Tenant shall be permitted to deduct any reasonable legal, brokerage and tenant improvement costs actually paid by Tenant to third parties unaffiliated with Tenant in connection with the particular Transfer, which costs shall have been documented to Landlord’s reasonable satisfaction (which costs shall be amortized on a straight-line basis over the term of the Transfer). Tenant shall pay such Transfer Profit to Landlord on a monthly basis within ten (10) days after receipt thereof, without affecting or reducing any other obligations of Tenant hereunder. Tenant shall send each such payment with a detailed statement. Landlord shall have the right to audit ▇▇▇▇▇▇’s books and records to verify the accuracy of ▇▇▇▇▇▇’s statement. For the avoidance of doubt, no Transfer Profit shall be due in connection with any Permitted Transfers (as defined in Section 12.7.3).