Sale of Projects Sample Clauses

Sale of Projects. Neither the Borrower nor any of its ---------------- Subsidiaries shall sell, transfer or convey the Projects listed on SCHEDULE B hereto, whether now owned or hereafter acquired, or sell, transfer or convey any other Project; provided, however, that the Borrower and its Subsidiaries may sell, assign or convey any of such Projects, provided that the Borrower shall comply with the provisions of Section 4.1(d) hereof.
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Sale of Projects. (A) Each Seller agrees to sell, assign and convey to the applicable Purchaser, and each Purchaser agrees to purchase and assume from the corresponding Seller, the Projects owned by it.
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Sale of Projects. (a) If the Requisite Class B Members seek or otherwise receive and wish to accept an offer for the sale, lease or other disposal of all or substantially all of the Company’s assets, then the Requisite Class B Members shall have the right to require the Company to sell, lease or otherwise dispose of all of the Company’s assets, on terms acceptable to the Requisite Class B Members in accordance with Section 8.5(d), and the proceeds of such sale, lease or disposal shall be promptly first applied to then outstanding obligations of the Company in accordance with Section 6.7, and thereafter distributed to the Class B Members and the Class A Member as distributions pursuant to Section 6.1(a) and further provided that any proceeds held in escrow pursuant to such sale, lease or disposal shall not constitute sale proceeds until released from such escrow for distribution first to any outstanding obligations of the Company in accordance with Section 6.7, and thereafter in accordance with Section 6.1(a) (and which proceeds shall be so applied at the time of release from such escrow). In connection with any such sale, lease or other disposal of all or substantially all of the Company’s assets, the Requisite Class B Members shall have the right to cause the Company to terminate the O&M Agreement or Administrative Services Agreement of the Company, subject to the payment of the applicable Termination Payment, if any. Notwithstanding the foregoing, the Class B Members shall provide a right of first offer to the Developer in accordance with Section 9.10 and will ensure that proceeds from such transaction are distributed to the Class A Member in accordance with Article VI.
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Sale of Projects. If neither Member has ---------------- exercised the buy/sell provisions pursuant to ARTICLE XI, on the fifth (5/th/) ---------- anniversary of the date hereof, the Members shall cause the Company to begin to actively identify and review disposition opportunities for the Projects. The material terms of any sale, conveyance, lease, hypothecation, assignment, transfer or other disposition of all or any portion of a Project must first be approved by the Members as a Major Decision; provided, however, that, except for -------- ------- a disposition under ARTICLE XIII, no Project disposition shall be permitted ------------ hereunder if in the written opinion of counsel to NHP, which counsel shall be reasonably approved by JER, such disposition would cause NHP to be subject to the one hundred percent (100%) tax on net income from "prohibited transactions" pursuant to Code Section 857(b)(6).
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Sale of Projects. INSTALLMENT PAYMENTS
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Sale of Projects 
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Related to Sale of Projects

  • Sale of Properties The Borrower will not, and will not permit any of the Guarantors to, sell, assign, farm-out, convey or otherwise transfer any Property except for: (a) the sale of Hydrocarbons in the ordinary course of business; (b) farmouts of undeveloped acreage and assignments in connection with such farmouts; (c) the sale or transfer of equipment that is no longer necessary for the business of the Borrower or such Subsidiary or is replaced by equipment of at least comparable value and use; (d) sales or other dispositions (excluding Casualty Events) of Oil and Gas Properties or any interest therein or Subsidiaries owning Oil and Gas Properties; provided that (i) 100% of the consideration received in respect of such sale or other disposition shall be cash and/or publicly traded securities, (ii) the consideration received in respect of such sale or other disposition shall be equal to or greater than the fair market value of the Oil and Gas Property, interest therein or Subsidiary subject of such sale or other disposition (as reasonably determined by the board of directors of the Borrower and, if requested by the Administrative Agent, the Borrower shall deliver a certificate of a Responsible Officer of the Borrower certifying to that effect), (iii) if such sale or other disposition of Oil and Gas Property or Subsidiary owning Oil and Gas Properties included in the most recently delivered Reserve Report during any period between two successive Scheduled Redetermination Dates has a fair market value (as determined by the Administrative Agent), individually or in the aggregate, in excess of $5,000,000, the Borrowing Base shall be reduced, effective immediately upon such sale or disposition, by an amount equal to the value, if any, assigned such Property as determined by the Required Lenders assigned such Property in the most recently delivered Reserve Report and (iv) if any such sale or other disposition is of a Subsidiary owning Oil and Gas Properties, such sale or other disposition shall include all the Equity Interests of such Subsidiary; and (e) sales and other dispositions of Properties not regulated by Section 9.12(a) to (d) having a fair market value not to exceed $250,000 during any 12-month period.

  • Sale of Property If the Premises is sold, the Tenant is to be notified of the new Owner, and if there is a new Manager, their contact details for repairs and maintenance shall be forwarded. If the Premises is conveyed to another party, the new owner: (check one) ☐ - Has the right to terminate this Agreement by providing days’ notice to the Tenant. ☐ - Does not have the right to terminate this Agreement.

  • Purchase and Sale of Property Subject to and in accordance with the ----------------------------- terms and provisions of this Agreement, Seller hereby agrees to sell to Purchaser and Purchaser hereby agrees to purchase from Seller, the Property, which term "Property" shall mean and include the following:

  • Sale of Products 11.1. All Products sold to the Customer shall remain the property of Proximus until they have been paid for in full, including all charges and taxes. In case of a deterioration of the Product, the unpaid part of the sales price shall become due immediately. For as long as the Customer has not paid the Product's sales price in full, the provisions relating to product rental shall apply.

  • Purchase and Sale of Products Xxxx agrees to purchase and receive from the Company, and the Company agrees to sell and deliver to Xxxx, the entire Products output of the Refinery from and including the Commencement Date through the end of the Term of this Agreement, at the prices determined pursuant to this Agreement and otherwise in accordance with the terms and conditions of this Agreement.

  • Maintenance of Properties and Leases Each Loan Party shall, and shall cause each of its Subsidiaries to, maintain in good repair, working order and condition (ordinary wear and tear excepted) in accordance with the general practice of other businesses of similar character and size, all of those properties useful or necessary to its business, and from time to time, such Loan Party will make or cause to be made all appropriate repairs, renewals or replacements thereof.

  • Sale of Premises Notwithstanding anything contained in this Lease to the contrary, the sale of the Premises by Landlord shall not constitute Landlord’s acceptance of Tenant’s abandonment of the Premises or rejection of the Lease or in any way impair Landlord’s rights upon Tenant’s default, including, without limitation, Landlord’s right to damages.

  • Purchase of Property With any cash at any time held by it, to purchase or subscribe for any Authorized Investment (as defined in Section 6.3) and to retain the same in trust.

  • Maintenance of Properties (a) Maintain, preserve and protect all of its material properties and equipment necessary in the operation of its business in good working order and condition, ordinary wear and tear excepted; (b) make all necessary repairs thereto and renewals and replacements thereof except where the failure to do so could not reasonably be expected to have a Material Adverse Effect; and (c) use the standard of care typical in the industry in the operation and maintenance of its facilities.

  • Lease of Property Landlord, for and in consideration of the covenants and agreements herein contained on the part of Tenant to be paid, kept, observed, and performed, hereby leases to Tenant, and Tenant hereby leases from Landlord for the Term (as hereinafter defined), the Property. Tenant’s use of the Property shall be in compliance with the terms of this Lease.

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