Sale of Club Sample Clauses

Sale of Club. In all instances of the sale, trade, exchange or other change or transfer in the ownership of a franchise, all obligations owed to present or for- mer Players arising under a Uniform Player’s Contract shall be the obligation of the new ownership of such franchise.
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Sale of Club. In the event of the sale or disposal of the Club to another company or to any other person we may transfer your membership to the new owner and you will continue as a member of The Club and continue to pay your membership fees provided no changes to these terms or The Club rules having a material adverse effect on your use of The Club are made by the new owner. Any such disposal will not affect your contractual or statutory rights.
Sample 1Sample 2
Sale of Club. In the event the Club or any substantial portion thereof is sold or transferred in fee or leased, Club Owner shall use its reasonable commercial efforts to cause the transferee to expressly assume the obligations of Club Owner under this Agreement. In the event, the new fee owner or lessor of the Club does not assume this Agreement, the Club Owner shall rebate to the Association a prorated amount of the Subsidy Payment paid for the year in which the Club is sold and this Agreement shall terminate as of the date the Club is sold or leased and neither party shall have any further obligations hereunder.
Sample 1
Sale of Club. The Club shall make a good faith effort, for at least a ninety- (90) day period, to find a Local Buyer if the Club’s right, title and interest to the Franchise, or a Controlling Interest in the ownership of the Club, are offered for sale (either being a “Sale of Club”). “Local Buyer”, as used herein, refers to one or more buyers, of whom the general partner or controlling partner’s principal residence or place of business has been in the State for at least the previous ten (10) years. “Controlling Interest”, as used herein, means (i) ownership of more than fifty percent (50%) of all outstanding equity in the Club; (ii) ownership of more than fifty percent (50%) of the general partnership interest in the Club if the Club is a partnership; (iii) ownership of more than fifty percent 50% of the manager or managing member interests if the Club is a limited liability company; or (iv) control of a majority of the voting interests in the Club either by ownership or contract. Any sale, bequest, gift or other transfer (a) among current Club owners or their heirs (or any new entities formed by such individuals or entities, and any transfers within such new entities) and successors so long as the assignee or successor assumes the responsibilities and obligations of this Agreement by operation of law or otherwise, or (b) between a Club owner and its heirs (or any new entities formed by such individuals or entities), shall not be considered a Sale of Club and therefore not subject to this Article 16.
Sample 1

Related to Sale of Club

  • Purchase and Sale of Assets Subject to the terms and conditions set forth below, Seller agrees to assign, sell and transfer to Buyer, and Buyer agrees to purchase from Seller, all of Seller’s rights, title and interest in and to the assets, properties and business (except for Excluded Assets) of every kind and description, wherever located, real, personal, tangible or intangible, used solely by or otherwise relating solely to the Stations as the same shall exist on the Closing Date (as defined herein) (collectively, the Station Assets”). Seller agrees that the Station Assets on the Closing Date shall be free and clear of any and all liens, claims, petitions, charges and encumbrances of any nature whatsoever (“Liens”), and shall include: (a) the Licenses and any and all other FCC authorizations pertaining to the Stations set forth on Schedule 1(a) hereto; (b) any and all pending applications before the FCC which relate solely to the Stations; (c) all books and records relating solely to the Stations; (d) all of Seller’s proprietary information, technical information, demographic and market data, coverage maps, diagrams and the like which relate solely to the Station or to the future business of the Stations; (e) all of the Seller’s land, leases, land purchase contracts, tower registrations, tower permits relating solely to the Stations, including but not limited to all rights, title and interest under the leases, subleases, licenses, occupancy agreements or other contracts relating solely to the Stations, as set forth on Schedule 1(e) hereto (collectively the “Real Property”); (f) all of the Seller’s right, title and interests under existing agreements, contracts, commitments, leases relating solely to the operation of the Stations as more fully described on Schedule 1(f) hereto; and (g) all of the Seller’s supplies, equipment, inventories and other property purchased but not installed, as and relating solely to the operation of the Stations, as set forth on Schedule 1(g) hereto. In connection with the purchase of Station Assets, Buyer shall assume and agree to pay, perform and discharge when due the following obligations arising in connection with the Station Assets and operation of the business, as the same shall exist on the Closing Date (collectively, the “Assumed Liabilities”): (i) those liabilities arising from the Station Assets that are scheduled by Seller in Schedule 3.6 set forth herein and agreed upon by both Parties, (ii) all obligations of Seller under the leases, contacts and other agreements included in the Station Assets arising and to be performed on or after the Closing Date, but excluding any such obligations arising or to be performed prior to the Closing Date.

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