Transfer of the Properties. Subject to the terms and conditions herein set forth, in consideration of (i) redemption of the 7,500 shares of 9% Senior Convertible Preferred Stock, par value $0.01 per share, of the Company (the "Senior Preferred Stock"), owned or beneficially owned by the Partnership and (ii) all accrued and unpaid dividends on the shares of Senior Preferred Stock due to the Partnership, the Company agrees to sell, assign, convey and deliver to Flextrend, and Flextrend agrees to acquire from the Company, effective as of 7:00 a.m. at the location of each of the Oil and Gas Properties on the date of Closing (as defined in Section 5.1(a)) all of the interest of the Company in and to the Properties as they exist on such date as such Properties are more specifically described on Exhibit 1.
Transfer of the Properties. (a) If the Owner determines directly or --- -------------------------- indirectly to transfer all or a material portion of the Properties to an unaffiliated Person, the Owner shall provide written notice thereof to the Manager at least 10 days before the date on which such transfer is proposed to be effected. Such notice shall set forth (i) the name, address, and business of the proposed transferee and (ii) whether or not it is proposed by the Owner that this Agreement remain in effect.
Transfer of the Properties. At the Closing:
Transfer of the Properties the costs and expenses derived form the transfer of the Properties from Lacus to the Newco will be borne by Parties.
Transfer of the Properties. Seller agrees to sign, as of the date specified by Buyer, which may not exceed thirty (30) days after the date hereof, the public deeds necessary for the transfer from Seller to Buyer of the properties that are part of the Operating Assets. Buyer shall cause such deeds to be registered with the relevant Real Estate Registry(ies) as soon as possible after the date hereof. The costs incurred for the transfer of the properties shall be exclusively borne by Buyer.
Transfer of the Properties. Each Borrower may not transfer all of the Properties to another party (i) unless Lender shall have consented in writing to such transfer which consent may be granted or denied in Lender's sole discretion, (ii) after a Securitization has occurred, Rating Agency Confirmation is obtained, (iii) acceptable opinions relating to such transfer shall have been delivered by Borrowers to Lender and to the Rating Agencies (including without limitation tax and non-consolidation opinions), (iv) the transferee assumes in writing all obligations of the transferor under the Loan Documents and executes and delivers such other documentation as may be required by Lender or the Rating Agencies, (v) Borrowers pay an assumption fee equal to one half of one percent (.5%) of the Loan Amount and (vi) Borrowers pay all reasonable expenses incurred by Lender in connection with such transfer.
Transfer of the Properties. Subject to the terms and conditions herein set forth, in consideration of the Stock Consideration and the Cash Consideration Altpoint agrees to sell, assign, convey and deliver to SN (or Xxxxxxx Entity as SN’s designee), and SN agrees to acquire (or to cause Xxxxxxx Entity as its designee to acquire) from Altpoint, effective as of 7:00 a.m. at the location of each of the Oil and Gas Properties on the date of the Closing (as defined in Section 5.1.1) all of the interest of Altpoint acquired from Resources and Acquisition pursuant to the Redemption Agreement in and to the Properties as they exist on such date, as such Properties are more specifically described on Exhibit 1.
Transfer of the Properties
