Transfer of Program Assets Sample Clauses

Transfer of Program Assets. Northern Trust shall arrange for the transfer, no later than the Transfer Completion Date, of the assets of the Trusts and, to the extent applicable, the ABA Members Collective Trust, in accordance with the terms of the Trusts, the ABA Members Collective Trust and the ABA Members Plans to any person permissible under applicable laws and regulations and designated in writing by ABA RF. Notwithstanding such transfer, Northern Trust shall be entitled to receive from the successors to the Trusts or the ABA Members Collective Trust, any amounts determined under Section 7.01 or 7.04 attributable to periods prior to the Transfer Completion Date but not yet paid.
Sample 1
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Transfer of Program Assets. State Street shall arrange for the transfer, no later than the later of the Transfer Completion Date and the end of the period during which State Street provides Trustee Services (but not Administrative Services) pursuant to the second sentence of Section 15.03 of the assets of the Trusts and, to the extent applicable, the ABA Members Collective Trust in accordance with the terms of the Trusts, the ABA Members Collective Trust and the ABA Members Plans to any person permissible under applicable laws and regulations and designated in writing by ABRA. Notwithstanding such transfer, State Street shall be entitled to receive from the successors to the Trusts or the ABA Members Collective Trust, any amounts determined under Section 13.01 or 13.04 attributable to periods prior to the Transfer Completion Date but not yet paid, and if any outstanding adjustments required by paragraph (b) of Appendix C shall exceed any amount due to State Street, it shall pay such excess to such successors.
Sample 1
Transfer of Program Assets. State Street shall arrange for the -------------------------- transfer, no later than the Transfer Completion Date, of the assets of the Trusts and, to the extent applicable, the ABA Members Collective Trust in accordance with the terms of the Trusts, the ABA Members Collective Trust and the ABA Members Plans to any person permissible under applicable laws and regulations and designated in writing by ABRA.
Sample 1
Transfer of Program Assets. In the event of a termination of this Agreement, State Street shall arrange for the transfer of the assets of the Trusts and the ABA Members Collective Trust, in accordance with the terms of the Trusts, the ABA Members Collective Trust and the ABA Members Plans to the successor trustee, subject to applicable laws and regulations.
Sample 1
Transfer of Program Assets. Unless Sears agrees otherwise in writing, Purchaser shall not Transfer or agree to Transfer to any third party all or any portion of the assets that constitute the Sears Repurchase Assets at any given time; provided, however, that, nothing contained in this Section 2.4 shall or shall be deemed to preclude Purchaser from (i) transferring any Sears Repurchase Assets to a wholly-owned Subsidiary of Citigroup; provided, however, in such case that such Subsidiary is reasonably capable of performing the obligations of Purchaser hereunder; provided, further, that Purchaser shall remain obligated and liable to Sears without diminution of such obligation or liability (or the other party’s rights or benefits) by virtue of such assignment and references to Purchaser hereunder shall include such assignee or (ii) transferring any portion of Accounts or Accounts Receivable in connection with a secured financing transaction contemplated under Section 13.5(e).
Sample 1
Transfer of Program Assets. Unless Sears agrees otherwise in writing, Purchaser shall not Transfer or agree to Transfer to any third party all or any portion of the assets that constitute the Sears Repurchase Assets at any given time, other than bad debt sold to collection agencies in the ordinary course of business; provided, however, that, Purchaser may (i) securitize the Accounts or the Accounts Receivables included therein pursuant to a Securitization Transaction and (ii) sell real property, equipment, furniture, fixtures and other tangible personal property that is not reasonably needed to conduct the Program.
Sample 1
Transfer of Program Assets. Upon the expiry of the Implementation Period for a Program or on the earlier termination of the relevant Grant Agreement, the title to relevant Program Assets shall be transferred or otherwise disposed of in accordance with the Global Fund’s written instructions.
Sample 1
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Related to Transfer of Program Assets

  • Transfer of Property On the date set forth above, the Grantor transferred to the Trust Estate and assets described in Attachment A which is attached and incorporated into the Trust. The Grantor or someone acting on the Grantor’s behalf may transfer property, during the life of the Grantor or by the Grantor’s Will, to the Trust and list such property on Attachment A. The Grantor, along with any other individual, may transfer property to the ownership of the Trust. Property may be added to the Trust by writing in Attachment A, by attached receipt, or by placing the property under the ownership of the Trust. Attachment A is for reference only, and any property transferred to the Trust formally or informally, but not listed on Attachment A, is also part of the Trust. All property transferred to the Trust formally or informally, together with the investments and reinvestments, as well as any income earned is sometimes collectively referred to herein as the "Trust Estate". All property transferred to or deposited with the Trustee shall be held by it in trust for the uses and purposes stated herein.

  • Transfer of Acquired Assets At the Closing, Seller is transferring and shall transfer to Buyer, and the Transaction Agreements are effective to vest in Buyer, good, valid and indefeasible or marketable, fee simple or leasehold, as applicable, title to the Acquired Assets, free and clear of all Liens, other than Permitted Liens.

  • Transfer of Purchased Assets At each exercise of the Asset Purchase Option by Party A:

  • Transfer of Assets Sell, transfer, lease, or otherwise dispose of any of its assets, except in the ordinary course of business.

  • 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.

  • Transfer of Licenses Lessee shall use reasonable efforts (i) to transfer to Lessor or Lessor’s nominee all licenses, operating permits and other governmental authorizations and all contracts, including contracts with governmental or quasi-governmental entities, that may be necessary for the operation of the Hotel (collectively, “Licenses”), or (ii) if such transfer is prohibited by law or Lessor otherwise elects, to cooperate with Lessor or Lessor’s nominee in connection with the processing by Lessor or Lessor’s nominee of any applications for, all Licenses; provided, in either case, that the costs and expenses of any such transfer or the processing of any such application shall be paid by Lessor or Lessor’s nominee.

  • Transfer of Membership Interests (a) The Member may transfer its Membership Interest, in whole but not in part, but the transferee shall not be admitted as a Member except in accordance with Section 6.07. Until the transferee is admitted as a Member, the Member shall continue to be the sole member of the Company (subject to Section 1.02) and to be entitled to exercise any rights or powers of a Member of the Company with respect to the Membership Interest transferred.

  • Sale and Transfer of Assets Subject to the terms and conditions set forth in this Agreement, Seller agrees to sell, convey, transfer, assign and deliver to Buyer (or a wholly-owned subsidiary of Buyer), and Buyer agrees to purchase from Seller, all the assets, properties, and business of Seller used in the Business of every kind, character, and description, whether tangible, intangible, real, personal, or mixed, and wherever located, all of which are collectively referred to herein as the “Purchased Assets", including but not limited to, the following:

  • Restriction on Transfer of Assets The Company shall not, and the Company shall cause each of its Subsidiaries to not, directly or indirectly, sell, lease, license, assign, transfer, spin-off, split-off, convey or otherwise dispose of any assets or rights of the Company or any Subsidiary owned or hereafter acquired whether in a single transaction or a series of related transactions, other than (i) sales, leases, licenses, assignments, transfers, conveyances and other dispositions of such assets or rights by the Company and its Subsidiaries in the ordinary course of business consistent with its past practice, (ii) sales of inventory and products in the ordinary course of business, (iii) sales of unwanted or obsolete assets, and (iv) sales for fair market value as determined in good faith by the Company’s board of directors.

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