Assigned Permits Sample Clauses
The "Assigned Permits" clause defines the process and conditions under which permits, licenses, or approvals originally obtained by one party are transferred or assigned to another party, typically in the context of a transaction or project handover. This clause outlines which permits are eligible for assignment, the necessary approvals or notifications required from regulatory authorities, and any obligations the assignee must fulfill to maintain the validity of the permits. Its core practical function is to ensure continuity of legal compliance and operational authority when ownership or responsibility for a project or asset changes hands, thereby preventing disruptions due to lapses in required permits.
Assigned Permits. Seller has and maintains in full force and effect, and is in compliance with, all material Assigned Permits. There is no Proceeding pending, or to Seller’s Knowledge, threatened, nor has Seller received any written notice from any Governmental Authority threatening, to revoke, cancel, refuse to renew or adversely modify any material Assigned Permit.
Assigned Permits. (a) Each Assigned Permit is valid, binding and in full force and effect and no appeal or other proceeding is pending or, to the Knowledge of the Seller, threatened to revoke any such Assigned Permits, except where the failure to have such Permit, such failure to be in effect, or such appeals or proceedings would not, individually or in the aggregate, be material to the Business, taken as a whole.
(b) Except as set forth on Schedule 2.14(b), the Assigned Permits constitute all Permits necessary to own and operate the Purchased Assets as currently operated in all material respects.
(c) Except as set forth on Schedule 2.14(c), the Seller is not, and has not received any written notice within the three (3) years immediately prior to the Effective Date that it is, in material default (or with the giving of notice or lapse of time or both, would be in material default) under any Assigned Permit.
Assigned Permits. Landlord agrees to make available to Tenant, and Tenant agrees to take and lease, throughout the Term, and in addition to the Unassigned Permits provided pursuant to Section 3.5.1, permits to park one passenger vehicle (excluding buses) for every five thousand (5,000) square feet of Net Rentable Area within the Leased Premises in reserved spaces designated by Landlord from time to time in the Parking Garage ("Assigned Permits"). Each such Assigned Permit shall be made available at no cost to Tenant until the first (1st) anniversary of the Commencement Date; thereafter through the remainder of the initial Term, each such Assigned' Permit shall for a cost to Tenant of Fifty and No/100 Dollars ($50.00) plus any applicable sales tax per Permit per month; and during any Renewal Term, each such Assigned Permit shall be available for a cost to Tenant equal to the then market monthly rate for reserved contract parking in the Parking Garage plus any applicable sales tax. Landlord will designate a specific space in the Parking Garage for each Assigned Permit, issued by Landlord to Tenant, which designated space may be changed by Landlord from time to time. Landlord shall have the right, from time to time, to relocate the areas in the Parking Garage in which the holders of Assigned Permits park, provided that all of the areas in which holders of Assigned Permits park shall be located within two (2) floors of the Parking Garage, and provided that in all events ten (10) spaces will be assigned to Tenant for the holders of Assigned Permits to park on the level of the Parking Garage where the holders of Assigned Permits currently park. In addition, Landlord shall have the right to relocate the specific spaces assigned to Tenant for its Assigned Permits if necessary to create space for the generator to which Tenant is entitled under Exhibit G to this Lease. Notwithstanding the foregoing, Landlord will not relocate the specific Spaces assigned to Tenant for its Assigned Permits solely to accommodate another tenant of the Building by giving such specific spaces to such other tenant to use for parking.
Assigned Permits. Any governmental permits or licenses, to the extent assignable, relating exclusively to the Acquired Locations and identified on Schedule 2.1(g) (the "Assigned Permits");
Assigned Permits. Certificates, Permits, and other Authorizations of Seller, all of which will be Assigned Permits (Insofar as they are transferrable):
Assigned Permits. In furtherance of the provisions of Section 1.02(a), effective as of the Closing Date, Seller hereby assigns, transfers and conveys to Purchaser the Assigned Permits and any and all of Seller’s right, title and interest in and to the Assigned Permits including, without limitation, all rights, benefits and advantages of the Seller to be derived therefrom and all burdens, obligations and liabilities to be derived thereunder, in consideration of the premises set forth herein and the premises and consideration as set forth in the Assigned Permits. Hereafter, Seller disclaims any further interest in the Assigned Permits, and the Seller shall be replaced by the Purchaser for all purposes of the Assigned Permits. Purchaser hereby expressly accepts the assignment and transfer of the Assigned Permits and promises to observe and perform all services and obligations required under the Assigned Permits, for as long as each Assigned Permit remains in full force and effect. Purchaser hereby expressly assumes all of Seller’s rights and obligations related to the Assigned Permits in accordance with the terms and conditions hereof and thereof.
Assigned Permits. To the extent legally transferable, each of Sellers will assume and assign and transfer to Buyer or its Affiliate Designees, as applicable, and Buyer (or its Affiliate Designees) shall accept and assume from such Seller, effective as of the Closing Date, all of such Seller’s right, title and interest in and to Permits held by such Seller and primarily applicable to the Business’s or Seller’s ownership or operation of the Pipeline System, Plants, SWD ▇▇▇▇▇ and the other Assets and all rights of such Seller thereunder (the “Assigned Permits”), including those listed on Schedule 2.5(c). All Permits to which any of Sellers is a party or by which any of Sellers or any of their assets or properties are bound that are not Assigned Permits shall be deemed to be “Excluded Permits”.
Assigned Permits. Seller has delivered to Buyer true and complete copies of all Assigned Permits. The list of Assigned Permits provided on Exhibit "D" is a complete list of all of the permits, licenses and authorizations, excluding Environmental Permits, held by the Seller to own and/or operate the Subject Property as a crude oil storage and terminal facility in the manner and in the areas in which the Subject Property is being used or operated. To the Best of Seller's Knowledge, each Assigned Permit has been granted by the appropriate Governmental Authority and is valid and in full force and effect.
Assigned Permits. During the Pre-Closing Period, Seller and Purchaser shall in good faith update Schedule 2.2(b)(xiii) to include therein any transferable Permits primarily related to the operation of the Business that Seller or its Affiliate may obtain during such period, which shall thereupon constitute Assigned Permits.
Assigned Permits. Sellers shall, and shall cause their respective Affiliates to, take all commercially reasonable actions necessary or desirable under the applicable Laws with the appropriate Governmental Authorities to transfer the Assigned Permits to Buyer, and to assist Buyer in obtaining any other Permits required for the operation and conduct of the Business or the Assets. If the applicable Laws require certain actions to be taken upon or after Closing, Sellers shall take all commercially reasonable actions necessary or desirable under the applicable Laws with the appropriate Governmental Authorities to transfer the Assigned Permits to Buyer as promptly as reasonably practicable after the Closing. Any and all fees required by any Governmental Authority or any Person to obtain or for the transfer of a Permit shall be paid directly by and be the sole responsibility of Buyer.