Non-Transfers. Notwithstanding anything to the contrary contained in this Article 14, an assignment or subletting of all or a portion of the Premises to # an affiliate of Tenant (an entity which is controlled
Non-Transfers. Notwithstanding anything to the contrary contained in this Article 14, # an assignment or subletting of all or a portion of the Premises to an affiliate of Tenant (an entity which is controlled by, controls, or is under common control with, Tenant), # an assignment of the Premises to an entity which acquires all or substantially all of the assets or interests (partnership, stock or other) of Tenant, # an assignment of the Premises to an entity which is the resulting entity of a merger or consolidation of Tenant with another entity, or # a sale of corporate shares of capital stock in Tenant in connection with an initial public offering of Tenant's stock on a nationally-recognized stock exchange (collectively, a "Permitted Transferee"), shall not be deemed a Transfer under this Article 14, provided that # Tenant notifies Landlord of any such assignment or sublease and promptly supplies Landlord with any documents or information requested by Landlord regarding such assignment or sublease or such affiliate, # such assignment or sublease is not a subterfuge by Tenant to avoid its obligations under this Lease, # such Permitted Transferee shall be of a character and reputation consistent with the quality of the Building, and # such Permitted Transferee described in subpart [(ii) or (iii) above] shall have a tangible net worth (not including goodwill as an asset) computed in accordance with generally accepted accounting principles ("Net Worth") at least equal to the Net Worth of Tenant on the day immediately preceding the effective date of such assignment or sublease. An assignee of Tenant's entire interest that is also a Permitted Transferee may also be known as a "Permitted Assignee". "Control," as used in this Section 14.8, shall mean the ownership, directly or indirectly, of at least fifty- one percent (51%) of the voting securities of, or possession of the right to vote, in the ordinary direction of its affairs, of at least fifty-one percent (51%) of the voting interest in, any person or entity. No such permitted assignment or subletting shall serve to release Tenant from any of its obligations under this Lease.
Non-Transfers. Notwithstanding anything to the contrary contained in this Article 14, an assignment or subletting of all or a portion of the Premises to # a transferee of all or substantially all of the assets of , # a transferee which is the resulting entity of a merger or consolidation of with another entity (inclusive of a so-called “reverse triangular” merger), or # an affiliate of (i.e., an entity which is controlled by, controls, or is under common control with, (“Affiliate”)), shall not be deemed a Transfer under this Article 14, (any such assignee or sublessee described in items [(i) through (iii) of this Section 14.8] hereinafter referred to as a “Permitted Transferee”) provided that # notifies of any such assignment or sublease and promptly supplies with any documents or information reasonably requested by regarding such assignment or sublease or such affiliate, # is not in Default, # such Permitted Transferee shall be of a character and reputation consistent with the quality of the Building, # in the case of a Permitted Transfer described in [clauses (i) or (ii) above] or an assignment to an Affiliate of pursuant to [clause (iii) above], such Permitted Transferee shall have a tangible net worth (not including goodwill as an asset) computed in accordance with generally accepted accounting principles (“Net Worth”) at least equal to the greater of the Net Worth of as of the date hereof and the Net Worth of on the day immediately preceding the effective date of such assignment or sublease (provided, however, that in the case of an assignment to an Affiliate of pursuant to [clause (iii) above], the Net Worth of and the Net Worth of the Affiliate assignee may, for the purposes of satisfying the Net Worth test above, be combined if and for so long as remains in existence following the assignment in question), and # no assignment relating to this Lease, whether with or without ’s consent, shall relieve from any liability under this Lease, and, in the event of an assignment of ’s entire interest in this Lease, the liability of and such transferee shall be joint and several. An assignee of ’s entire interest in this Lease who qualifies as a Permitted Transferee may also be referred to herein as a “Permitted Transferee Assignee.” “Control,” as used in this Section 14.8, shall mean the ownership, directly or indirectly, of at least fifty-one percent (51%) of the voting securities of, or possession of the right to vote, in the ordinary direction of its affairs, of at least fifty-one percent (51%) of the voting interest in, any person or entity.
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