Transfer of the Transferred Assets Sample Clauses

Transfer of the Transferred Assets. A. After the Closing Date, the Foundation agrees not to transfer the Transferred Assets without prior approval of the Attorney General, except as follows:
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Transfer of the Transferred Assets. (a) Effective as of the 20 - Closing Date and immediately after the transactions contemplated by the 20 - Exchange Note Sale Agreement and the Trust Agreement and immediately before the transaction contemplated by the Indenture, the Transferor sells and assigns to the Transferee, without recourse, all right, title and interest of the Transferee, whether now owned or hereafter acquired, in the following “Transferred Assets”:
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Transfer of the Transferred Assets. Subject to the terms and conditions of this Agreement, on the Closing Date, the Transferor and the Transferee agree that the Transferor will sell, contributed and transfer to the Transferee, without recourse, and the Transferee will acquire from the Transferor, the beneficial interest of the Transferor, as holder of the Investor SUBI Certificate in, to and under the following (collectively, the “Transferred Assets”):
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Transfer of the Transferred Assets. 5.1 The Parties hereby agree that subject to the condition precedent (aufschiebende Bedingung) of the completion of the Closing Actions pursuant to Section 12.2, full legal title and ownership of all Transferred Assets shall transfer to the Purchaser as of the Closing Date with economic effect as of the Cut Off Date.
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Transfer of the Transferred Assets. The Seller shall not, and shall not permit the Seller Subsidiaries to, take any action that would prevent the transfer of the Transferred Assets to the Buyer pursuant to the terms of this Agreement free and clear of all Liens, other than Assumed Liabilities, Real Property Permitted Exceptions and Personal Property Permitted Exceptions.
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Transfer of the Transferred Assets. On and subject to the terms and conditions of this Agreement, Transferor agrees to transfer to Transferee, all of the Transferred Assets in exchange for the Revenue Distribution (as defined below). On the Closing Date, the Assets shall be assigned, transferred and conveyed to Transferee free and clear of all Encumbrances, except as provided herein, and Transferee will acquire and accept the Transferred Assets and will assume the Assumed Liabilities. The transferred assets shall be defined as the assets set forth on Schedule 1.1 attached hereto (collectively, the “Transferred Assets”).
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Related to Transfer of the Transferred Assets

  • Transfer of the Property Any sale, lease, conveyance, assignment, pledge, encumbrance, or transfer of all or any part of the Property or any interest therein, voluntarily or involuntarily, whether by operation of law or otherwise, except: (i) sales or transfers of items of the Accessories which have become obsolete or worn beyond practical use and which have been replaced by adequate substitutes, owned by Mortgagor, having a value equal to or greater than the replaced items when new; and (ii) the grant, in the ordinary course of business, of a leasehold interest in a part of the Improvements to a tenant for occupancy, not containing a right or option to purchase and not in contravention of any provision of this Mortgage or of any other Loan Document. Mortgagee may, in its sole discretion, waive a default under this paragraph, but it shall have no obligation to do so, and any waiver may be conditioned upon such one or more of the following (if any) which Mortgagee may require: the grantee’s integrity, reputation, character, creditworthiness and management ability being satisfactory to Mortgagee in its sole judgment and grantee executing, prior to such sale or transfer, a written assumption agreement containing such terms as Mortgagee may require, a principal paydown on the Note, an increase in the rate of interest payable under the Note, a transfer fee, a modification of the term of the Note, and any other modification of the Loan Documents which Mortgagee may require. NOTICE - THE DEBT SECURED HEREBY IS SUBJECT TO CALL IN FULL IN THE EVENT OF SALE OR CONVEYANCE OF THE PROPERTY CONVEYED.

  • Transferred Assets (a) As of the Effective Time (as defined in Section 2.1) and upon the terms and conditions set forth herein, Seller will sell, assign, transfer, convey and deliver to Purchaser, and Purchaser will purchase from Seller, all of the transferable rights, title and interests of Seller in the following assets associated with the Banking Centers and identified in this Agreement and the Schedules and Exhibits hereto, and not otherwise excluded pursuant to the provisions of Subsection 1.1(b):

  • Transfer of Optioned Interests For each exercise of the Equity Interest Purchase Option:

  • Transfer of the Warrant Shares issued upon the exercise of this Warrant shall be restricted in the same manner and to the same extent as the Warrant, and the certificates representing such Warrant Shares shall bear substantially the following legend, until such Warrant Shares have been registered under the Act or may be removed as otherwise permitted under the Act: "THE SHARES OF COMMON STOCK REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY APPLICABLE STATE SECURITIES LAW AND MAY NOT BE TRANSFERRED UNTIL (i) A REGISTRATION STATEMENT UNDER THE ACT OR SUCH APPLICABLE STATE SECURITIES LAWS SHALL HAVE BECOME EFFECTIVE WITH REGARD THERETO, OR (ii) IN THE OPINION OF COUNSEL SATISFACTORY TO THE COMPANY, REGISTRATION UNDER THE ACT OR SUCH APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED IN CONNECTION WITH SUCH PROPOSED TRANSFER."

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