interests of Tenant, or the sale of at least 25% of the value of the assets of Tenant shall be deemed a voluntary assignment. The requirements of this Section X.4 shall not apply to corporations the stock of which is traded through an exchange or over the counter. Anything contained in this Section X to the contrary notwithstanding, Landlord hereby consents to an assignment of this Lease, or a subletting of all or part of the Premises, to (a) the parent of Tenant or to a wholly-owned subsidiary of Tenant or of such parent, (b) any corporation or other entity into which or with which Tenant may be merged or consolidated, provided that the net worth of the resulting entity is at least equal to the greater of (i) the net worth of Tenant on the date hereof, or (ii) the net worth of Tenant immediately prior to such merger or consolidation, or (c) any entity to which Tenant sells all or substantially all of its assets, provided that such entity expressly assumes all of Tenant's obligations hereunder. Transfer of all or any portion of the ownership of stock in Tenant shall not be deemed an assignment of this Lease if such transfer is made (x) pursuant to or in connection with an initial public offering or any subsequent offering of the stock of Tenant, or (y) once the stock of Tenant is publicly traded on a recognized public stock exchange. Landlord agrees that its recapture or lease termination rights set forth elsewhere in this Section°X shall not apply to or arise in connection with any transaction described in this Section X.4.
X.5Fifty percent (50%) of any consideration received by Tenant from its subtenants in excess of the Rent payable by Tenant to Landlord under this Lease shall be paid to Landlord, or any sums to be paid by an assignee to Tenant in consideration of the assignment of this Lease shall be paid to Landlord. Tenant shall be entitled to deduct from such excess amounts its [reasonable, market leasing commissions and tenant improvement costs, provided that the same shall be amortized over the term of the sublease or assignment.] OR [its leasing commissions, tenant improvement costs, reasonable legal fees, buy-out or lease takeover payments and rent payable during the period from Tenant's vacation of the Premises to such assignee or subtenant’s commencement of paying rent and similar expenses payable in connection with such assignment or sublease.] In lieu of granting consent to any proposed assignment, subletting or other transfer for which Tenant is required to obtain Landlord’s consent, Landlord reserves the right to terminate this Lease or, in the case of subletting of less than all the Premises, to terminate this Lease with respect to such portion of the Premises, as of the proposed effective date of such assignment, subletting or other transfer, in which event Landlord may enter into the relationship of landlord and tenant with such proposed transferee. Notwithstanding the foregoing, Landlord’s recapture right pursuant to the foregoing sentence shall not apply to a sublease if (a) the term of the sublease ends at least 1 year prior to the end of the term of the Lease and contains no extension rights, and (b) the total rentable area subleased, including the sublease at issue, will be less than 80% of the Premises. Furthermore, if Landlord opts to exercise its recapture right pursuant to this paragraph, Tenant may upon receipt of such notice withdraw its request to assign or sublease and this Lease shall continue in full force. If Tenant requests Landlord to consent to a proposed assignment or subletting, Tenant shall pay to Landlord, whether or not consent is ultimately given, $100 or Landlord's reasonable attorney's fees incurred in connection with such request, which shall not exceed $1,000 per assignment or sublease, whichever is greater.
X.6No interest of Tenant in this Lease shall be assignable by involuntary assignment through operation of law (including without limitation the transfer of this Lease by testacy or intestacy). Each of the following acts shall be considered an involuntary assignment: (a) if Tenant is or becomes bankrupt or insolvent, makes an assignment for the benefit of creditors, or institutes proceedings under the Bankruptcy Act in which Tenant is the bankrupt; or if Tenant is a partnership or consists of more than one person or entity, if any partner of the partnership or other person or entity is or becomes bankrupt or insolvent, or