Common use of Permitted Transfer Clause in Contracts

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's consent, but upon ten (10) days prior notice to Landlord, to (a) sublet all or part of the Leased Premises to any related corporation or other entity which controls Tenant, is controlled by Tenant or is under common control with Tenant; (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's stock, assets or property, including an acquisition by Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b), the tangible net worth after any such transaction is not less than the tangible net worth of Tenant as of the date hereof and provided further that such successor entity assumes all of the obligations and liabilities of Tenant (any such entity hereinafter referred to as a "Permitted Transferee"). For the purpose of this Article 11.02 "control" shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "tangible net worth" shall mean the excess of the value of tangible assets (i.

Permitted Transfer. Notwithstanding anything the foregoing provisions of this Section 22, Landlord’s consent shall not be required (but Tenant shall provide at least 10 business days’ prior written notice to Landlord unless such prior notice would violate any applicable Legal Requirements or any agreement to which Tenant or its counterparty are bound, in which even such notice shall be provided promptly after the transfer is consummated) to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's consent, but upon ten following (10each a “Permitted Transfer”): (i) days prior notice to Landlord, to (a) sublet an assignment of this Lease or a subletting of all or part any portion of the Leased Premises to any related corporation or other entity which controls Tenantcontrolling, is controlled by Tenant or is under common control with Tenant; (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenantby, or is under common control with Tenant, provided that Landlord shall have the right to reasonably approve the form of any such sublease or assignment, or (ii) an assignment of this Lease or a subletting of any portion of the Premises to a successor corporation or other entity into which that is a successor-in-interest to Tenant, by way of merger, consolidation or with which Tenant is merged corporate reorganization, or consolidated by the purchase of all or which acquires substantially all of Tenant's stock, the assets or property, including an acquisition by the ownership interests of Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in (A) such merger or consolidation, or such acquisition or assumption, as the event case may be, is for a good business purpose and not principally for the purpose of a transfer pursuant to clause transferring this Lease without Landlord’s consent, and (b), B) the tangible net worth after any such transaction (as determined in accordance with GAAP of the assignee is not less than the tangible net worth (as determined in accordance with GAAP) of Tenant as of the date hereof of Tenant’s most current quarterly or annual financial statements, and provided further that (C) such successor entity assumes assignee shall agree in writing to assume all of the obligations terms, covenants and liabilities of Tenant (any such entity hereinafter referred to as a "Permitted Transferee"). For the purpose conditions of this Article 11.02 "control" shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "tangible net worth" shall mean Lease arising after the excess effective date of the value of tangible assets (i.assignment.

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's ’s consent, but upon ten (10) days days’ prior notice to Landlord, to (a) sublet all or part of the Leased Premises to any related corporation or other entity which that controls Tenant, is controlled by Tenant or is under common control with Tenant; (b) assign all or any part of this Lease to Guarantor or any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's stock, ’s assets or property, including an acquisition by Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's ’s stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b), the tangible net worth after any such transaction is not less than the tangible net worth of Tenant as of the date hereof and provided further that such successor entity assumes all of the obligations and liabilities of Tenant Tenant; or (d) assign all or any part of this Lease to any entity, provided such entity hereinafter referred to as and/or a "Permitted Transferee"substitute guarantor have, in the aggregate, a demonstrable tangible net worth (evidenced by reasonably recent audited financial statements) of at least Seventy-Five Million and No/100 Dollars ($75,000,000.00)(any assignee under this sub-paragraph (d), a “Qualified Assignee”). For the purpose of this Article 11.02 "11 (i) “control" ” shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "“tangible net worth" ” shall mean the excess of the value of tangible assets (i.

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's ’s consent, but upon ten (10) days days’ prior notice to LandlordLandlord (or as soon as such disclosure is allowed by law, if less), to (a) sublet all or part of the Leased Premises to any related corporation or other entity which controls Tenant, is controlled by Tenant or is under common control with Tenant; (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's ’s stock, assets or property, including an acquisition by Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's ’s stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b), the tangible net worth after any such transaction is not less than the tangible net worth of Tenant as of the date hereof at least Two Hundred Fifty Million and No/100 Dollars ($250,000,000.00) and provided further that such successor entity assumes all of the obligations and liabilities of Tenant (any such entity in (a), (b) and (c) above is hereinafter referred to as a "“Permitted Transferee"”). For the purpose of this Article 11.02 "11 (i) “control" ” shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "“tangible net worth" ” shall mean the excess of the value of tangible assets (i.

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's ’s consent, but upon ten (10) days prior notice to Landlord, to (a) sublet all or part of the Leased Premises to any related corporation or other entity which controls Tenant, is controlled by Tenant or is under common control with Tenant or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant’s assets or property; (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's stock, ’s assets or property, including an acquisition by Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's ’s stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b), the tangible net worth after any such transaction is not less than the tangible net worth of Tenant as of the date hereof of the transfer, and provided further that such successor entity assumes all of the obligations and liabilities of Tenant (any such entity hereinafter referred to as a "“Permitted Transferee"”). For the purpose of this Article 11.02 "11 (i) “control" ” shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "“tangible net worth" ” shall mean the excess of the value of tangible assets (i.

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's consent, but upon not less than ten (10) days days' prior notice to Landlord, to (a) sublet all or part of the Leased Premises to any related corporation or other entity which controls Tenant, is controlled by Tenant or is under common control with Tenant; (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's stock, assets or property, including an acquisition by Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b), the tangible net worth of Tenant's successor entity after any such transaction (on a pro forma basis) is not less than the tangible net worth of Tenant as of the date hereof and provided further that such successor entity assumes all of the obligations and liabilities of Tenant (any such entity hereinafter referred to as a "Permitted Transferee"). For the purpose of this Article 11.02 11 (i) "control" shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "tangible net worth" shall mean the excess of the value of tangible assets (i.mean

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's consent, but upon ten seven (107) days prior notice to Landlord, to (a) sublet all or part of the Leased Premises to any related corporation or other entity which controls Tenant, is controlled by Tenant or is under common control with Tenant; or (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's stock, assets or property, including an acquisition by Tenant of shares of its own stock; or (c) effectuate any public offering of Tenant's stock on the New York Stock Exchange or in the NASDAQ over the counter market, (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b), the tangible net worth of the successor entity after any such transaction is not less than the tangible net worth of Tenant as of the date hereof and provided further that such successor entity assumes all of the obligations and liabilities of Tenant (any such entity hereinafter referred to as a "Permitted Transferee"). For the purpose of this Article 11.02 11, (i) "control" shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "tangible net worth" shall mean the excess of the value of tangible assets (i.

Permitted Transfer. Notwithstanding anything to the contrary contained in Section 11.01 above, Tenant shall have the right, without Landlord's ’s consent, but upon ten (10) days prior notice to Landlord, to (a) sublet all or part of the Leased Premises to any related corporation or other entity which controls Tenant, is controlled by Tenant or is under common control with Tenant; (b) assign all or any part of this Lease to any related corporation or other entity which controls Tenant, is controlled by Tenant, or is under common control with Tenant, or to a successor entity into which or with which Tenant is merged or consolidated or which acquires substantially all of Tenant's ’s stock, assets or property, including an acquisition by Tenant of the shares of its own stock; or (c) effectuate any public offering of Tenant's ’s stock on the New York Stock Exchange or in the NASDAQ over the counter market, market or any internationally recognized stock exchange; or (d) engage in debt or equity financing, provided that in the event of a transfer pursuant to clause (b) or (d), the tangible net worth after any such transaction is not less than the tangible net worth of Tenant as of the date hereof and provided further that such successor entity assumes all of the obligations and liabilities of Tenant (any such entity hereinafter referred to as a "“Permitted Transferee"”). For the purpose of this Article 11.02 "11 (i) “control" ” shall mean ownership of not less than fifty percent (50%) of all voting stock or legal and equitable interest in such corporation or entity, and (ii) "“tangible net worth" ” shall mean the excess of the value of tangible assets (i.