Tenant Affiliate. Tenant may assign this Lease or sublease the Property, without Landlord's consent, to any corporation which controls, is controlled by or is under common control with Tenant, or to any corporation resulting from the merger of or consolidation with Tenant ("Tenant's Affiliate"). In such case, any Tenant's Affiliate shall assume in writing all of Tenant's obligations under this Lease.
Tenant Affiliate. Tenant may assign this Lease or sublease the Property, without Landlord's consent, to any corporation which controls, is controlled by or is under common control with Tenant, or to any corporation resulting from the merger of or consolidation with Tenant ("Tenant's Affiliate"). In such case, any Tenant's Affiliate shall assume writing all of Tenant's obligations under this Lease.
Tenant Affiliate. Notwithstanding the provisions of paragraph 12.1 hereof, Tenant may assign or sublet the Premises, or any portion thereof, without Landlord’s consent, to any corporation which controls, is controlled by or is under common control with Tenant, or to any corporation resulting from the merger or consolidation with Tenant, or to any person or entity which acquires all the assets of Tenant as going concern of the business that is being conducted on the Premises, all of which are referred to as “Tenant Affiliate”; provided that before such assignment shall be effective, (a) said assignee shall assume, in full, the obligations of Tenant under this Lease and (b) Landlord shall be given written notice of such assignment and assumption. Any such assignment shall not, in any way, affect or limit the liability of Tenant under the terms of this Lease even if after such assignment or subletting the terms of this Lease are materially changed or altered without the consent of Tenant, the consent of whom shall not be necessary.
Tenant Affiliate of Tenant or Tenant's Affiliate or for subsequent transfers of stock whether or not such transfers result in a change in control, provided that any assignee of the Lease shall assume in writing all of Tenant's obligations under this Lease, or (iii) in connection with the acquisition of or a business combination with another business principally engaged in supplying products to the pet industry with annual revenues in excess of $25,000,000, provided that any assignee of the Lease shall assume in writing all of Tenant's obligations under this Lease.
Tenant Affiliate. Tenant may assign this Lease or sublease ---------------- the Property, without Landlord's consent, (i) to any corporation which controls, is controlled by or is under common control with Tenant, or to any corporation, partnership, limited liability company or other legal entity resulting from a reorganization or the merger of or consolidation with Tenant ("Tenant's -------- Affiliate") or (ii) in the event of the public sale of stock of Tenant or --------- Tenant's Affiliate or for subsequent transfers of stock whether or not such transfers result in a change in control, provided that any assignee of the Lease shall assume in writing all of Tenant's obligations under this Lease, or (iii) in connection with the acquisition of or a business combination with another business principally engaged in supplying products to the pet industry with annual revenues in excess of $25,000,000, provided that any assignee of the Lease shall assume in writing all of Tenant's obligations under this Lease.
Tenant Affiliate. Notwithstanding the provisions of Paragraph 10.1 hereof, Tenant may assign or sublet the Leased Premises, or any portion thereof, without Landlord's consent, to any corporation which controls, is controlled by or is under common control with Tenant, provided that said assignee assumes, in full, the obligations of Tenant under this Lease.
Tenant Affiliate. Notwithstanding Section 9.1 above, Tenant may assign this Lease or sublease the Property, without Landlord's consent, to any corporation which controls, is controlled by or is under common control with Tenant, or to any corporation resulting from the merger of or consolidation with Tenant ("Tenant's Affiliate"). In such case, any Tenant's Affiliate shall assume in writing all of Tenant's obligations under this Lease. This Article IX shall not apply in connection with a bona fide sale or other transfer by Tenant of its business or substantially all of its assets, or the sale of all or substantially all of Tenant's corporate stock or other interests in connection with such sale or other transfer of its business, provided such sale or other transfer is the primary purpose of the transaction and the assignment or other transfer of this lease is merely incidental thereto. Any assignment or subletting of this lease in connection with such sale or transfer (whether direct, by operation of law, or default by virtue of the sale of stock) shall be nonetheless subject to Landlord's prior written consent which Landlord shall not unreasonably withhold or delay, provided (i) the proposed assignee, sublessee or new stockholder is a reputable person of good character and of sound financial condition and Landlord has been furnished with reasonable proof thereof; (ii) the form of the proposed sublease or instrument of assignment shall be in form reasonably satisfactory to Landlord and shall comply with the provisions of this lease; (iii) the successor to Tenant has a net worth computed in accordance with generally accepted accounting principles at least equal to the lesser of (A) the net worth as shown on the consolidated financial statements of Tenant's parent, Genesis Direct, Inc. immediately prior to such transaction, or (B) the net worth as shown on the consolidated financial statements of Genesis Direct, Inc. on January 31, 1997; and (iv) proof satisfactory to Landlord of such net worth shall have been delivered to Landlord at least ten (10) days prior to the effective date of any such transaction. In addition, Tenant shall have the right to retain a sublease interest in the Property and/or a reassignment of this Lease as collateral security for any obligation which the purchaser of Tenant's business shall owe to Tenant or its stockholders in connection with any such transaction.
Tenant Affiliate. Tenant may effect a Transfer, without Landlord’s consent, to any entity which controls, is controlled by or is under common control with Tenant, or to any entity resulting from the merger of or consolidation with Tenant or acquiring all or substantially all of the assets of Tenant, or to any entity in which Tenant or its parent or affiliate maintains at least a 25% ownership interest (“Tenant’s Affiliate”).
Tenant Affiliate. Notwithstanding the foregoing, Tenant may assign this Lease or sublease all or any portion of the Premises, without Landlord’s consent, to (a) any entity resulting from a merger, reorganization or consolidation with Tenant; (b) any entity succeeding to all or substantially all of the stock, interests or assets and business of Tenant; and (c) any corporation which controls, is controlled by or is under common control with Tenant (each entity listed in subsections (a), (b) and (c) are hereinafter referred to as a, “Tenant’s Affiliate”); provided, however, in the case of an assignment of the Lease, Tenant’s Affiliate has a net worth equal to or greater than Tenant (Tenant’s net worth being calculated immediately prior to the assignment) and provides reasonable evidence of such net worth within five (5) days after such assignment along with copies of all documents relating to such assignment or sublease. In the event Tenant’s Affiliate does not have a greater net worth than Tenant, such assignment or sublease is subject to Landlord’s prior consent, as provided herein. In such case, any Tenant’s Affiliate shall assume in writing all of Tenant’s obligations under this Lease prior to the date of such assignment and shall provide Landlord a copy of such assumption within five (5) days after execution. Further, Tenant shall be entitled to sublease individual offices and workstations within the Premises without Landlord’s consent so long as such office and workstations are not separately demised and do not exceed, in total, 15,000 RSF of the Premises.
Tenant Affiliate. Tenant may assign this Lease or sublease all or any portion of the Property, without Landlord’s consent, to any corporation which controls, is controlled by or is under common control with Tenant, or to any corporation resulting from the merger of or consolidation with Tenant or to any person or entity who acquires all or substantially all of Tenant’s stock or assets (“Tenant’s Affiliate”), provided that the net worth of the acquiror, as established to Landlord’s reasonable satisfaction, shall not be less than the net worth of Tenant as of the date hereof, and provided further that no such assignment may be made prior to the assignee’s execution of a lease assumption agreement in such form as Landlord may reasonably require, and provided further that there is no existing default by Tenant beyond all applicable cure periods. In such case, any Tenant’s Affiliate shall assume in writing all of Tenant’s obligations under this Lease.
