Restriction on Transfer to Tax-Exempt Entities Sample Clauses

Restriction on Transfer to Tax-Exempt Entities. During the term of this Assignment (the "Restricted Period"), no sale, transfer, or other conveyance of any of the Subject Property may be made to an entity that claims exemption, or is exempt, from real property taxes for all or part of the real property in the Redevelopment Area (a "Restricted Entity") without the prior written approval of the City. In the event that Company seeks to make any such transfer to a Restricted Entity during the Restricted Period, such transfer may only occur upon the prior written approval of the City, which approval shall not be unreasonably withheld, and upon the prior execution of a separate agreement between the purchasing Restricted Entity and the City. This requirement shall be a covenant running with the land and shall be enforceable, as applicable, during the Restricted Period as if the purchaser, transferee, or possessor of the real property were originally a party to and bound by this Agreement.
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Restriction on Transfer to Tax-Exempt Entities. The City understands that the MCC is a non-profit entity. During the Term of this Agreement, except as may be required by law, no sale, transfer, or other conveyance of any real property within the Project Area, as described in Exhibit “A” and Exhibit “B” may be made to another entity that claims exemption, or is exempt, from real property taxes for all or part of the real property in the Project Area (a "Restricted Entity") without the prior written approval of the City. In the event that MCC seeks to transfer any property in the Project area to a Restricted Entity during the Term of the Agreement, such transfer may only occur upon the prior written approval of the City and upon the prior execution of a separate agreement between the purchasing Restricted Entity and the City. This requirement shall be a covenant running with the land and shall be enforceable, as applicable, during the Term of the Agreement as if the purchaser, transferee, or possessor of the real property were originally a party to and bound by this Agreement. XXX agrees to execute a “Memorandum of Unrecorded Agreement” or similar document for filing with the official public records of the McLennan County Clerk memorializing this covenant to give notice to any subsequent purchaser, transferee, or possessor of the Property.
Restriction on Transfer to Tax-Exempt Entities. Other than transfers of easements and rights-of-way to the City, the State or public utility companies, during the Term of this Agreement, no sale, transfer, or other conveyance of any real property within the Solterra Development may be made by the Developer or subsequent owner to an entity that claims exemption, or is exempt, from real property taxes for all or part of the real property in the Solterra Development (a "Restricted Entity") without the prior written approval of the City. In the event that the Developer, or any subsequent owner seeks to transfer any property in the Project area to a Restricted Entity during the Term of the Agreement, such transfer may only occur upon the prior written approval of the City and upon the prior execution of a separate agreement between the purchasing Restricted Entity and the City. This requirement shall be a covenant running with the land and shall be enforceable, as applicable, during the Term of the Agreement as if the purchaser, transferee, or possessor of the real property were originally a party to and bound by this Agreement. The Developer agrees to execute a “Memorandum of Unrecorded Agreement” or similar document for filing with the official public records of the Dallas County Clerk memorializing this covenant to give notice to any subsequent purchaser, transferee, or possessor of the Property.

Related to Restriction on Transfer to Tax-Exempt Entities

  • Restriction on Transfer, etc Unless it is expressly permitted in this Agreement, you will not sell, transfer, assign, mortgage, enter into a derivative transaction concerning, or otherwise deal in any way with your escrow securities or any related share certificates or other evidence of the escrow securities. If a Securityholder is a private company controlled by one or more principals (as defined in section 3.5 of the Policy) of the Issuer, the Securityholder may not participate in a transaction that results in a change of its control or a change in the economic exposure of the principals to the risks of holding escrow securities.

  • Permitted Transfers Within Escrow 5.1 Transfer to Directors and Senior Officers

  • Cooperation on Tax Matters (i) Parent, the Company and the Sole Stockholder shall cooperate fully, as and to the extent reasonably requested by the other party, in connection with the filing of Tax Returns pursuant to this Section 7.7 and any audit, litigation or other proceeding with respect to Taxes. Such cooperation shall include the retention and (upon the other party’s request) the provision of records and information which are reasonably relevant to any such audit, litigation or other proceeding and making employees available on a mutually convenient basis to provide additional information and explanation of any material provided hereunder. The Company and the Sole Stockholder agree (A) to retain all books and records with respect to Tax matters pertinent to the Company relating to any Tax period beginning before the Closing Date until the expiration of the statute of limitations (and, to the extent notified by Parent or to the Sole Stockholder, any extensions thereof) of the respective Tax periods, and to abide by all record retention agreements entered into with any taxing authority, and (B) to give the other party reasonable written notice prior to transferring, destroying or discarding any such books and records and, if the other party so requests, the Company or the Sole Stockholder, as the case may be, shall allow the other party to take possession of such books and records.

  • Restrictions on Transfer (a) The Preferred Stock and the Registrable Securities shall not be sold, pledged, or otherwise transferred, and the Company shall not recognize and shall issue stop-transfer instructions to its transfer agent with respect to any such sale, pledge, or transfer, except upon the conditions specified in this Agreement, which conditions are intended to ensure compliance with the provisions of the Securities Act. A transferring Holder will cause any proposed purchaser, pledgee, or transferee of the Preferred Stock and the Registrable Securities held by such Holder to agree to take and hold such securities subject to the provisions and upon the conditions specified in this Agreement.

  • Certification Regarding Prohibition of Certain Terrorist Organizations (Tex Gov. Code 2270) Vendor certifies that Vendor is not a company identified on the Texas Comptroller’s list of companies known to have contracts with, or provide supplies or services to, a foreign organization designated as a Foreign Terrorist Organization by the U.S. Secretary of State. Does Vendor certify? Yes, Vendor certifies Certification Regarding Prohibition of Boycotting Israel (Tex. Gov. Code 2271) If (a) Vendor is not a sole proprietorship; (b) Vendor has ten (10) or more full-time employees; and (c) this Agreement or any agreement with a TIPS Member under this procurement has value of $100,000 or more, the following certification shall apply; otherwise, this certification is not required. Vendor certifies, where applicable, that neither the Vendor, nor any affiliate, subsidiary, or parent company of Vendor, if any, boycotts Israel, and Vendor agrees that Vendor and Vendor Companies will not boycott Israel during the term of this Agreement. For purposes of this Agreement, the term “boycott” shall mean and include refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory but does not include an action made for ordinary business purposes. When applicable, does Vendor certify? Yes, Vendor certifies 5 Certification Regarding Prohibition of Contracts with Certain Foreign-Owned Companies (Tex. Gov. 5 Code 2274) Certain public entities are prohibited from entering into a contract or other agreement relating to critical infrastructure that would grant Vendor direct or remote access to or control of critical infrastructure in this state, excluding access specifically allowed by a customer for product warranty and support purposes. Vendor certifies that neither it nor its parent company nor any affiliate of Vendor or its parent company, is (1) owned by or the majority of stock or other ownership interest of the company is held or controlled by individuals who are citizens of China, Iran, North Korea, Russia, or a designated country; (2) a company or other entity, including governmental entity, that is owned or controlled by citizens of or is directly controlled by the government of China, Iran, North Korea, Russia, or a designated country; or (3) headquartered in China, Iran, North Korea, Russia, or a designated country. For purposes of this certification, “critical infrastructure” means “a communication infrastructure system, cybersecurity system, electric grid, hazardous waste treatment system, or water treatment facility.” Vendor certifies that Vendor will not grant direct or remote access to or control of critical infrastructure, except for product warranty and support purposes, to prohibited individuals, companies, or entities, including governmental entities, owned, controlled, or headquartered in China, Iran, North Korea, Russia, or a designated country, as determined by the Governor. When applicable, does Vendor certify? Yes, Vendor certifies 5 Certification Regarding Prohibition of Discrimination Against Firearm and Ammunition Industries (Tex.

  • COMPLIANCE WITH TAX LAW SECTION 5-a The following provisions apply to Contractors that have entered into agreements in an amount exceeding $100,000 for the purchase of goods and services:

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