Transfer of the Project. For the Compliance Period, the Owner shall not Transfer the Project, in whole or in part, without the prior written consent of the Issuer, which consent shall not be unreasonably withheld or delayed if the following conditions are satisfied: (A) the receipt by the Issuer of evidence acceptable to the Issuer that (1) the Owner shall not be in default hereunder or under the Loan Agreement, if in effect (which may be evidenced by a Certificate of Continuing Program Compliance), or the transferee undertakes to cure any defaults of the Owner to the reasonable satisfaction of the Issuer; (2) the continued operation of the Project shall comply with the provisions of this Regulatory Agreement; (3) either (a) the transferee or its Agent has at least three years’ experience in the ownership, operation and management of similar size rental housing projects, and at least one year’s experience in the ownership, operation and management of rental housing projects containing below-market-rate units, without any record of material violations of discrimination restrictions or other state or federal laws or regulations or local governmental requirements applicable to such projects, or (b) the transferee agrees to retain an Agent with the experience and record described in subclause (a) above, or (c) the transferring Owner or its management company will continue to manage the Project, or another management company reasonably acceptable to the Issuer will manage, for at least one year following such Transfer and, if applicable, during such period the transferring Owner or its management company will provide training to the transferee and its manager in the responsibilities relating to the Low Income Units; and (4) the person or entity that is to acquire the Project does not have pending against it, and does not have a history of significant and material building code violations or complaints concerning the maintenance, upkeep, operation, and regulatory agreement compliance of any of its projects as identified by any local, state or federal regulatory agencies; (B) the execution by the transferee of any document reasonably requested by the Issuer with respect to the assumption of the Owner’s obligations under this Regulatory Agreement and the Loan Agreement (if then in effect), including without limitation an instrument of assumption hereof and thereof, and delivery to the Issuer of an opinion of such transferee’s counsel to the effect that each such document and this Regulato...
Transfer of the Project. For the Compliance Period, the Borrower shall not Transfer the Project, in whole or in part, without the prior written consent of the Issuer, which consent shall not be unreasonably withheld or delayed if the following conditions are satisfied:
Transfer of the Project. Upon transfer of the Project and assignment of this Lease, Landlord shall be entirely freed and relieved of all liability under any and all of its covenants and obligations contained in or derived from this Lease occurring after the consummation of the transfer and assignment, and from all liability for the Security Deposit. Tenant shall attorn to any entity purchasing or otherwise acquiring the Premises at any sale or other proceeding.
Transfer of the Project. With re- spect to owners who seek to transfer the project—
Transfer of the Project. (a) From and after the date that is five (5) years following the Partnership’s purchase of the Real Estate, both of the General Partners shall have the right to cause a sale of either the Project or all (but not less than all) of the Partnership Interests of the Partnership (for purposes of this Section 8.6 the “Partnership Interests”) to any non-Affiliated Person subject to the provisions of this Section 8.6. Notwithstanding the provisions of this Section 8.6, the General Partners may not cause a sale of the Project or all of the Partnership Interests that results in gross sales proceeds to Parisian-LP of less than the greater of (i) Three Million and 0/100 Dollars ($3,000,000.00) or (ii) the Fair Market Value of the Parisian-LP Partnership Interest determined as provided in Article XIII below.
Transfer of the Project. (a) On the Transfer Date, the Concessionaire shall transfer and assign to JMC or its nominated agency, as the case may be, free and clear of any charges, liens and Encumbrances created or suffered by the Concessionaire after the Commencement Date of all the Concessionaire’s right, title and interest in and to the Project, Project Assets and Project Facilities thereto including the Project Site. The Concessionaire shall also deliver to JMC or its nominated agency on such date such operating manuals, plans, design drawings, reports, accounts and other information as may reasonably be required by JMC or its nominated agency to enable it to continue the operation of the Modern Slaughterhouse either directly or by its nominated agency. The personnel of the Concessionaire shall continue to be the employees of the Concessionaire and the transfer of the Project with all its assets shall not in any manner affect their status as employees of the Concessionaire and they shall have no claim to any type of employment or compensation from JMC or its nominated agency.
Transfer of the Project. (a) On the Transfer Date, the Concessionaire shall transfer and assign to MMC or its nominated agency, as the case may be, free and clear of any charges, liens and Encumbrances created or suffered by the Concessionaire after the Commencement Date of all the Concessionaire's right, title and interest in and to the Project, Project Assets and Project Facilities thereto including the Project Site. The Concessionaire shall also deliver to MMC or its nominated agency on such date such operating manuals, plans, design drawings, reports, accounts and other information as may reasonably be required by MMC or its nominated agency to enable it to continue the operation of the Modern Slaughterhouse either directly or by its nominated agency. The personnel of the Concessionaire shall continue to be the employees of the Concessionaire and the transfer of the Project with all its assets shall not in any manner affect their status as employees of the Concessionaire and they shall have no claim to any type of employment or compensation from MMC or its nominated agency.
Transfer of the Project. (a) On the Transfer Date, the Concessionaire shall transfer and assign to the Authority or its nominated agency, as the case may be, free and clear of any charges, liens and Encumbrances created or suffered by the Concessionaire after the Compliance Date of all the Concessionaire’s right, title and interest in and to the Works/ Project Assets and the Food Court/ Project/Project Land on ‘as is where basis’. The Concessionaire shall also deliver to the Authority or its nominated agency on such date such operating manuals, plans, design drawings, reports, accounts and other information as may reasonably be required by the Authority or its nominated agency to enable it to continue the operation of the Food Court either directly or by its nominated agency. The personnel of the Concessionaire shall continue to be the employees of the Concessionaire and the transfer of the Project Assets and the Food Court shall not in any manner affect their status as employees of the Concessionaire and they shall have no claim to any type of employment or compensation from the Authority or its nominated agency.
Transfer of the Project. (a) On the Transfer Date, the Concessionaire shall transfer and assign to the Authority or its nominated agency, as the case may be, free and clear of any charges, liens and Encumbrances created or suffered by the Concessionaire after the Compliance Date of all the Concessionaire’s right, title and interest in and to the Works/ Project Assets and the Project/Project Land on ‘as is where basis’. The Concessionaire shall also deliver to the Authority or its nominated agency on
Transfer of the Project. 2.1. As of the date of this Agreement, Axxxx is transferring to Sol-Gel and Sol-Gel is receiving the Project from Axxxx, including all of the rights and obligations of Axxxx which derive from the Project (the “Project Transfer”); and in consideration therefor, Sol-Gel will transfer to Axxxx a total payment of NIS 1,675,000, based on an appraisal prepared at the request of the Parties by Prometheus Financial Advisory Ltd., which is attached hereto as Exhibit A.
