Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include: (i) if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty-one percent (51%) or more of the partners, or transfer of fifty-one percent (51%) or more of partnership interests, within a twelve (12)-month period, or the dissolution of the partnership without immediate reconstitution thereof; (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (A) the dissolution, merger, consolidation or other reorganization of Tenant, (B) the sale or other transfer of more than an aggregate of fifty-one percent (51%) of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (C) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty-one percent (51%) of the value of the unencumbered assets of Tenant within a twelve (12) month period; and (iii) if Tenant is a limited liability company, any cumulative transfer of more than fifty-one percent (51%) of the membership interests. In addition to those types of Transfers specified above in this Article Nine, any change to the form of tenant entity or any use of the Property by an individual or entity other than Tenant (excluding Tenant’s Customers), whether pursuant to a license or concession or otherwise, shall be deemed a Transfer requiring Landlord’s consent.
Appears in 4 contracts
Sources: Land Lease (Switch, Inc.), Land Lease (Switch, Inc.), Land Lease (Switch, Inc.)
Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include: include (i) if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty-one more than fifty percent (5150%) or more of the partners, or transfer of fifty-one more than fifty percent (5150%) or more of partnership interests, within a twelve (12)-month period, or the dissolution of the partnership without immediate reconstitution thereof; , and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (A) the dissolution, merger, consolidation or other reorganization of Tenant, subject to Section 14.8 below or (B) the sale or other transfer of more than an aggregate of fifty-one more than fifty percent (5150%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month periodperiod subject to Section 14.8 below, or (C) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty-one more than fifty percent (5150%) or more of the value of the unencumbered assets of Tenant within a twelve (1212)-month period. Notwithstanding anything to the contrary set forth in this Section 14.6 and except as set forth in item (B) month period; and (iii) of Section 14.8 below), if Tenant is a limited liability companycorporation, any cumulative so long as Tenant is publicly traded on a major over-the-counter stock exchange, the ordinary transfer of more than fifty-one percent (51%) of shares over the membership interests. In addition to those types of Transfers specified above in this Article Nine, any change to the form of tenant entity or any use of the Property by an individual or entity other than Tenant (excluding Tenant’s Customers), whether pursuant to a license or concession or otherwise, counter shall be deemed not to be a Transfer requiring Landlord’s consentfor purposes of this Section 14.6.
Appears in 2 contracts
Sources: Office Lease (Amplitude, Inc.), Sublease Agreement (Amplitude, Inc.)
Additional Transfers. For purposes of this Lease, but subject to Section 14.8 below, the term “Transfer” shall also include: include (i) if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty-one fifty percent (5150%) or more of the partners, or transfer of fifty-one fifty percent (5150%) or more of partnership interests, within a twelve (12)-month period, or the dissolution of the partnership without immediate reconstitution thereof; , and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (A) the dissolution, merger, consolidation or other reorganization of Tenant, Tenant or (B) the sale or other transfer of more than an aggregate of fifty-one fifty percent (5150%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (C) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty-one fifty percent (5150%) or more of the value of the unencumbered assets of Tenant within a twelve (12) month 12)-month period; and (iii) if Tenant is . Notwithstanding the foregoing, a limited liability company, merger or consolidation of any cumulative transfer of more than fifty-one percent (51%) of the membership interests. In addition to those types of Transfers specified above in this Article Nine, any change to the form of tenant entity or any use of the Property by an individual or entity other than Tenant (excluding Tenant’s Customers), whether pursuant to a license or concession or otherwise, wholly-owned subsidiaries into Tenant shall not be deemed a Transfer requiring Landlord’s consentTransfer, provided that Tenant is the surviving entity following such transaction.
Appears in 2 contracts
Sources: Lease (Decipher Biosciences, Inc.), Lease (Decipher Biosciences, Inc.)
Additional Transfers. For purposes of this Lease, the term “Transfer” shall also include: include (i) if Tenant is a partnershippartnership or a limited liability company, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty-one fifty percent (5150%) or more of the partners, officers or members, as applicable, or transfer of fifty-one fifty percent (5150%) or more of partnership interestspartnership, ownership or membership interests (as applicable), within a twelve (12)-month period, or the dissolution of the partnership or limited liability company without immediate reconstitution thereof; , and (ii) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not traded through an exchange or over the counter), (A) the dissolution, merger, consolidation or other reorganization of Tenant, Tenant or (B) the sale or other transfer of more than an aggregate of fifty-one fifty percent (5150%) or more of the voting shares of Tenant (other than to immediate family members by reason of gift or death), within a twelve (12)-month period, or (C) the sale, mortgage, hypothecation or pledge of more than an aggregate of fifty-one fifty percent (5150%) or more of the value of the unencumbered assets of Tenant within a twelve (1212)-month period. Furthermore, no issuing of stock of Tenant or a Tenant Affiliate (hereinafter defined) month period; and (iii) if Tenant is in a limited liability company, any cumulative transfer public offering or sale on a public stock exchange of more than fifty-one percent (51%) of the membership interests. In addition to those types of Transfers specified above in this Article Nine, any change to the form of tenant entity or any use of the Property by an individual or entity other than Tenant (excluding Tenant’s Customers), whether pursuant to a license or concession or otherwise, stock shall be deemed to be a Transfer requiring Landlord’s consent“Transfer” for purposes of this Lease or subject to the terms and conditions of this Article 11.
Appears in 1 contract
Sources: Triple Net Space Lease (Navan, Inc.)