Transfers of Properties Sample Clauses

Transfers of Properties. Borrower may Transfer any Property (each, a “Release Property”) and Lender shall release the Release Property from the applicable Mortgage Documents and release the security interest and Lien on any Collateral located at such Property, provided that the following conditions precedent to such Transfer are satisfied (the “Release Conditions”); provided, that, for the avoidance of doubt, the Release Conditions do not need to be satisfied in order for Lender to release its security interest and Lien on any Disqualified Property in connection with any prepayment or substitution in accordance with Section 2.4.3 (a) Borrower shall submit to Lender, not less than ten (10) Business Days’ prior to the Transfer Date, a Request for Release, together with all attachments thereto and evidence reasonably satisfactory to Lender that the conditions precedent set forth in this Section 2.5 will be satisfied upon the consummation of such Transfer (for the avoidance of doubt, no Request for Release need be provided in connection with a contribution of a Release Property to a Borrower TRS); (b) No Event of Default has occurred and is continuing (other than a non-monetary Event of Default that is specific to such Release Property to which Section 2.4.3 (a) is applicable and would be cured as a result of the release of the Release Property, so long as a mandatory prepayment is made with respect thereto in accordance with Section 2.4.3 (a) (a “Qualified Release Property Default”)); (c) The Debt Yield as of the most recent Calculation Date, after giving pro forma effect to the elimination of the Underwritten Net Cash Flow for the Release Property and the repayment of the Loan in the applicable Release Amount, is at least the greater of (x) the Closing Date Debt Yield and (y) the actual Debt Yield as of such date; provided that the condition in this clause (c) shall not be applicable to a Transfer of a Property if the Loan is prepaid in the amount that is the greater of the applicable Release Amount and one hundred percent (100%) of the Net Transfer Proceeds for the Transferred Property; (d) The Release Property shall be Transferred to a Person other than Borrower, any other Loan Party or, unless the release of the Release Property is effected in order to cure a Qualified Release Property Default or is a release of a Designated HOA Property, any Affiliate of Borrower or any other Loan Party; provided that Borrower may contribute the Release Property to a Borrower TRS; (e) Except for...
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Transfers of Properties. Borrower may Transfer any Property (each, a “Release Property”) and Lender shall release the Release Property from the applicable Mortgage Documents and release the security interest and Lien on any Collateral located at such Property, provided that the following conditions precedent to such Transfer are satisfied (the “Release Conditions”); provided, that, for the avoidance of doubt, the Release Conditions do not need to be satisfied in order for Lender to release its security interest and Lien on any Disqualified Property in connection with any prepayment or Substitution in accordance with Section 2.4.3(a)
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Transfers of Properties. Transfer or otherwise dispose of any ------------------------ Properties or interests in Subsidiaries or other entities which own any Properties (other than transfers among members of the Consolidated Group) which, together with all other Properties or interests in Subsidiaries or such other entities which have been transferred or disposed of during the then-current fiscal quarter and the immediately preceding three (3) full fiscal quarters have an aggregate value, using the "Gross Asset Value" definition to determine value, of more than 15% of the then-current Gross Asset Value, in which event the transfer or other disposition of such Property or interest which causes the 15% limitation to be exceeded shall not be completed until the Administrative Agent has received written notice of such proposed action, together with a pro forma compliance certificate, with detailed back-up and calculations, demonstrating that the Borrower will be in compliance with all of its covenants herein after giving effect to such proposed transfer or disposition.
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Transfers of Properties. 49 9.6 Liens........................................................................................... 50 9.7 Regulation U.................................................................................... 51 9.8 Variable Rate Debt.............................................................................. 51 9.9
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Transfers of Properties. 9.6 Liens.
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Transfers of Properties. Borrower may Transfer any Property (each, a “Release Property”) and Lender shall release the Release Property from the applicable Mortgage
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Transfers of Properties. SAMPLE 3.1. In the event that you dispose of a property that is the subject of a Management Agreement and which benefits from being part of the Revolutionary Scheme (“the Disposed Property”), you may at your option substitute the scheme benefits attached to the Disposed Property to another property within your ownership or control, as long as it is the subject of a Management Agreement with us. 3.2. To effect the transfer of the Revolutionary Scheme benefits in accordance with Clause 3.1, you must, within three months of disposal of the Disposed Property, provide Letability with notice in writing of the details of the new property to be managed by Letability in place of the original property. Letability will arrange for the Landlord to enter into a new Management Agreement in respect of the new property within the three month period immediately following the disposal of the Disposed Property. 3.3. Where the Landlord makes a transfer of property to a connected person, within the meaning of
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Related to Transfers of Properties

  • 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.

  • Operation of Properties The Borrower will and will cause each Subsidiary to operate its Properties or cause such Properties to be operated in a careful and efficient manner in accordance with the practices of the industry and in compliance with all applicable contracts and agreements and in compliance in all material respects with all Governmental Requirements.

  • Transfers of Membership Interests 8.1. A Member may withdraw from the Company at any time by giving Notice of withdrawal to the Manager at least 180 calendar days before the effective date of withdrawal. Withdrawal will not release a Member from any obligations and liabilities under this Agreement accrued or incurred before the effective date of withdrawal. A withdrawing Member will divest the Member’s entire Membership Interest before the effective date of withdrawal in accordance with and subject to the provisions of this Article VIII. 8.2. Except as expressly provided in this Agreement, a Member will not Transfer any part of the Member’s Membership Interest in the Company, whether now owned or later acquired, unless: (a) the other Members unanimously approve the transferee’s admission to the Company as a Member on that Transfer; and (b) the Membership Interest to be Transferred, when added to the total of all other Membership Interests Transferred in the preceding 12 months, will not cause the termination of the Company under the Code. No Member may Encumber or permit or suffer any Encumbrance of all or any part of the Member’s Membership Interest in the Company unless the Encumbrance has been approved in writing by the Manager. Approval may be granted or withheld in the Manager’s sole discretion. Any Transfer or Encumbrance of a Membership Interest without that approval will be void. Notwithstanding any other provision of this Agreement to the contrary, a Member who is a natural person may Transfer all or any portion of his or her Membership Interest to any revocable trust created for the benefit of the Member, or any combination between or among the Member, the Member’s spouse, and the Member’s issue, provided that the Member retains a beneficial interest in the trust and all of the Voting Interest included in the Membership Interest. A Transfer of a Member’s beneficial interest in the trust, or failure to retain the Voting Interest, will be deemed a Transfer of a Membership Interest. 8.3. If a Member wishes to Transfer any or all of the Member’s Membership Interest in the Company under a Bona Fide Offer (as defined below), the Member will give Notice to the Manager at least 30 days in advance of the proposed sale or Transfer, indicating the terms of the Bona Fide Offer and the identity of the offeror. The Company and the other Members will have the option to purchase the Membership Interest proposed to be transferred at the price and on the terms provided in this Agreement. If the price for the Membership Interest is other than cash, the fair value in dollars of the price will be as established in good faith by the Company. For purposes of this Agreement, “Bona Fide Offer” means an offer in writing setting forth all relevant terms and conditions of purchase from an offeror who is ready, willing, and able to consummate the purchase and who is not an Affiliate of the selling Member. For 30 days after the Notice is given, the Company will have the right to purchase the Membership Interest offered, on the terms stated in the Notice, for the lesser of: (a) the price stated in the Notice (or the price plus the dollar value of noncash consideration, as the case may be); and (b) the price determined under the appraisal procedures set forth in Section 8.8. If the Company does not exercise the right to purchase all of the Membership Interest, then, with respect to the portion of the Membership Interest that the Company does not elect to purchase, that right will be given to the other Members for an additional 30-day period, beginning on the day that the Company’s right to purchase expires. Each of the other Members will have the right to purchase, on the same terms, a part of the interest of the offering Member in the proportion that the Member’s Percentage Interest bears to the total Percentage Interests of all of the Members who choose to participate in the purchase; provided, however, that the Company and the participating Members may not, in the aggregate, purchase less than the entire interest to be sold by the offering Member. If the Company and the other Members do not exercise their rights to purchase all of the Membership Interest, the offering Member may, within 90 days from the date the Notice is given and on the terms and conditions stated in the Notice, sell or exchange that Membership Interest to the offeror named in the Notice. Unless the requirements of Section 8.2 are met, the offeror under this Section 8.3 will become an Assignee, and will be entitled to receive only the share of Profits or other compensation and the return of Capital Contribution to which the assigning Member would have been entitled.

  • Transfers of Interests The Transferee of any Interests shall be admitted to the LLC as a substitute member of the LLC on the effective date of such Transfer upon (i) such Transferee’s written acceptance of the terms and provisions of this Agreement and its written assumption of the obligations hereunder of the Transferor of such Interests, and (ii) the recording of the Transfer of Interests and the Transferee’s name as a substitute member on the books and records of the LLC. Any Transfer of any Interests pursuant to this Section 7.1 shall be effective as of the registration of the Transfer of Interests in the books and records of the LLC and a Transferor of all of its Interest shall not cease to be a member of the LLC until the Transferee is admitted to the LLC as a member of the LLC.

  • Condition of Properties All facilities, machinery, equipment, fixtures and other properties owned, leased or used by the Company are in reasonably good operating condition and repair, subject to ordinary wear and tear, and are adequate and sufficient for the Company’s business.

  • Transfers of Notes In the event that the holder of any Note (including any Lender) shall transfer such Note, it shall immediately advise Administrative Agent and Company of such transfer, and Administrative Agent and Company shall be entitled conclusively to assume that no transfer of any Note has been made by any holder (including any Lender) unless and until Administrative Agent and Company shall have received written notice to the contrary. Except as otherwise provided in this Agreement or as otherwise expressly agreed in writing by all of the other parties hereto, no Lender shall, by reason of the transfer of a Note or otherwise, be relieved of any of its obligations hereunder and any such transfer shall be in accordance with the terms hereof and the other Loan Documents. Each transferee of any Note shall take such Note subject to the provisions of this Agreement and to any request made, waiver or consent given or other action taken hereunder, prior to the receipt by Administrative Agent and Company of written notice of such transfer, by each previous holder of such Note, and, except as expressly otherwise provided in such transfer, Administrative Agent and Company shall be entitled conclusively to assume that the transferee named in such notice shall hereafter be vested with all rights and powers under this Agreement with respect to the Pro Rata Share of the Loans of the Lender named as the payee of the Note which is the subject of such transfer.

  • Transfers of Limited Partnership Interests 9.1 Restrictions on Transfer of Limited Partnership Interests. (a) No Limited Partner may offer, sell, assign, hypothecate, pledge or otherwise transfer all or any portion of his Limited Partnership Interest, or any of such Limited Partner’s economic rights as a Limited Partner, whether voluntarily or by operation of law or at judicial sale or otherwise (collectively, a “Transfer”) without the consent of the General Partner, which consent may be granted or withheld in its sole and absolute discretion. Any such purported Transfer undertaken without such consent shall be considered to be null and void ab initio and shall not be given effect. (b) No Limited Partner may withdraw from the Partnership other than as a result of a permitted Transfer of all of its Partnership Interest pursuant to this Article 9. Upon the permitted Transfer or redemption of all of a Limited Partner’s Partnership Interest, such Limited Partner shall cease to be a Limited Partner.

  • Operation of Property (a) Borrower shall not cause or permit Mortgage Borrower to, without Lender’s prior consent: (i) surrender, terminate or cancel (or permit to be surrendered, terminated or canceled) any of the Operating Leases (other than in connection with a sale and release of an Individual Property permitted hereunder), or exercise any remedies under any of the Operating Leases; (ii) reduce or consent to the reduction of (or permit the reduction or the consent to the reduction) of the term of any of the Operating Leases or any Operating Lease Guaranty; (iii) decrease or consent to any decrease (or permit to be decreased or the consent to the decrease) of the amount of any rent or other charges payable under any of the Operating Leases; (iv) Transfer, convey, assign, sell, mortgage, encumber, pledge, hypothecate, grant a security interest in, grant an option or options with respect to, or otherwise dispose of (directly or indirectly, voluntarily or involuntarily, by operation of law or otherwise, whether or not for consideration) the Properties or any collateral for the Mortgage Loan (or permit Operating Company to do so), in each case without the prior written consent of Lender or except as expressly permitted in Section 5.1.20 or Section 5.2.10, or (v) otherwise modify, change, supplement, alter or amend, or waive or release (or permit to be modified, changed, supplemented, altered, amended, waived or released) any of the rights and remedies of Borrower, Mortgage Borrower or any Operating Company under any of the Operating Leases in any material respect or any Operating Lease Guaranty (provided that Lender shall not unreasonably withhold its consent to any modification, change, supplement, alteration, amendment, waiver or release of the Operating Lease as may be reasonably necessary to comply with the requirements of this Agreement or any other Loan Document). (b) During the continuance of an Event of Default, Borrower shall not exercise (and shall not cause or permit Mortgage Borrower to exercise) any rights, make any decisions, grant any approvals or otherwise take any action under any Operating Lease, Operating Lease Guaranty or any Management Agreement without, in each instance, the prior written consent of Lender, which consent may be withheld in Lender’s sole discretion.

  • PARTICULARS OF PROPERTY MASTER TITLE NO. AND LOT PT NO. : Master Title No. H.S.(M) 18672, Parent Lot No. PT 31376 SECTION/TOWN/DISTRICT/STATE : Mukim of Batu, District of Gambak, Selangor Darul Ehsan APPROXIMATE FLOOR AREA : 486.53 sq. feet. (45.20 sq. metres.) TENURE : Leasehold DEVELOPER / REGISTERED PROPRIETOR : Xxxx Xxxx Properties Berhad ENCUMBRANCE : Assigned to MALAYSIA BUILDING SOCIETY BERHAD The subject property is a Two (2) Bedroom Low Cost Flat identified as Parcel No. G-1-15, Storey No. 1, Building No. G Bandar Baru Selayangandbearing postal address at No. G-000, Xxxx X, Apartment Xxxxx, Xxxxx 0/0, Xxxxxx Xxxx Xxxxxxxx, 00000 Xxxx Xxxxx, Xxxxxxxx. The property will be sold on an “as is where is” basis and subject to a reserve price of RM 60,000.00 (RINGGIT MALAYSIA SIXTY THOUSAND ONLY), subject to the Conditions of Sale as printed in the Proclamation of Sale by way of an Assignment from the above Assignee/Lender subject to necessary confirmations/consent being obtained by the successful bidder (“the Purchaser”) from the Developer and/or other relevant authorities. Any arrears of quit rent, assessment, taxes, rates, maintenance charges and all other outgoing charges which are lawfully and rightfully due and payable to the Developer and/or other relevant authorities up to the date of the auction sale shall be paid out of the purchase money. All intending bidders are required to deposit with the Auctioneer 10% of the fixed reserve price for the said property by BANK DRAFT or CASHIER’S ORDERonly in favour of MALAYSIA BUILDING SOCIETY BERHADbefore the commencement of the auctionprior to the auction sale and pay the difference between the initial deposit and the sum equivalent to 10% of the successful bid price either in cash or bay way of credit card (Master / Visa) or bank draft or cashier’s orderand the balance of the purchase price (90%) shall be paid within one hundred and twenty (120) days from the date of the auction sale. For further particulars, please contact Messrs. Xxxx Xxxxxx & AssociatesSolicitors for the Assignee/Lender at Unit No. B-11-12, Blk B, 11th Floor, Xxxx 00, Xxxxx Xxxxxx XX, Xx. 00, Xxxxx Xxx Xxxx Xxxx, 50450 Kuala Lumpur.. Tel: 03-27155119Fax: 03-27157119 (Ref: Penang Office (Main): Xx. 000, Xxxxx Xxxxxx Xxxxxx, 00000 Xxxxxx. KL Office: No. B-3A-0, Xxxxx Xxxxxx XX, Xxxxx Xxx Xxxx Xxxx, 50450 Kuala Lumpur. Tel. No.: (PG): 00-000 0000, (KL) 00-0000 0000, H/P: 000-000 0000 / 000-000 0000 Fax No.: (PG): 00-000 0000 / (KL): 00-0000 0000 Email: xxxxx@xxx.xxx.xx Ref. No.: MNP/MBSB/KL/APR15/4 Licensed Auctioneer Menurut kuasa xxx xxx xxxx telah diberikan kepada Pihak Pemegang Xxxxx Xxx/Pemberi Pinjaman di bawah Perjanjian Pinjaman, Suratikatan Penyerahhakkan Xxx Surat Kuasa Wakil Kesemuanya Bertarikh 6hb Ogos 2001di antara Pihak Pemegang Xxxxx Xxx/Pemberi Pinjaman xxx Pihak-Pihak Penyerah Hak/Peminjam xxx berkenaan dengan Perjanjian Jual Beli di antara (“Penjual”) xxx Pihak-Pihak Penyerahhak/Peminjam yang bertarikh19hb Mei 1995adalah dengan ini diisytiharkan bahawa Pihak Pemegang Xxxxx Xxx/Pemberi Pinjaman tersebut dengan bantuan Pelelong yang tersebut di bawah NOTA:-Xxxxx-xxxxx pembeli adalah dinasihatkan agar:- (i) meminta nasihat bebas daripada Pihak Xxxxxx mengenai Syarat-Syarat Jualan di sini (ii) memeriksa hartanah tersebut (iii) membuat pertanyaan sekiranya hakmilik individu xxx hakmilik strata telah dikeluarkan (iv) membuat carian hakmilik secara rasmi di Pejabat Tanah xxx/atau Pihak Berkuasa yang lain (v) membuat pertanyaan yang diperlukan dengan pihak Pemaju xxx/atau Pemilik xxx/atau Pihak Berkuasa Negeri, xxx/atau badan-badan yang berkenaan mengenai pengesahan-pengesahan / terma-terma kebenaran yang diperlukan untuk jualan sebelum jualan lelong (Vi) membuat xxx bergantung pada carian sendiri, pertanyaan, penyiasatan xxx penentusahan mengenai ketepatan xxx kebenaran butir-butir xxx maklumat yang dikemukakan. Xxxxx-Xxxxx pembeli adalah dinasihatkan bahawa pergantungan tidak boleh dibuat pada kenyataan- kenyataan atau representasi-representasi yang dibuat pada Perisytiharan Jualan ini atau oleh Pelelong pada masa lelongan berkenaan dengan hartanah yang diperihalkan xxx mana-mana bakal pembeli yang memilih untuk bergantung pada kenyataan-kenyataan atau representasi-representasi tersebut berbuat demikian atas risiko sendiri. Penawar yang 2erjaya (”Pembeli”) sebaik sahaja selepas jualan mengaku janji untuk memohon xxx mendapatkan pengesahan/kebenaran yang diperlukan untuk pindahmilik atau xxxxx xxx (jika ada) daripada Pemaju xxx/atau Pemilik xxx/atau Pihak Berkuasa Negeri xxx/atau badan-badan yang berkenaan. NO. HAKMILIK XXXXXXX XXX NO. LOT : Master Title No. H.S.(M) 18672, Parent Lot No. PT 31376 SEKSYEN/BANDAR/DAERAH/NEGERI : Mukim Batu, Daerah Gombak, Selangor Darul Ehsan KELUASAN LANTAI : 486.53 kaki persegi (45.20 meter persegi) PEGANGAN Pajakan PEMAJU/PEMILIK BERDAFTAR : Shah Alam Properties Berhad BEBANAN : Diserahhak kepada MALAYSIA BUILDING SOCIETY BERHAD Harta tersebut adalah sebuah Rumah Pangsa Kos Rendah Dua (2) Bilik yang dikenali sebagaiPetak No. G-1-15, Tingkat No. 1, Bangunan No. G Bandar Baru Selayangdan beralamat No. G-000, Xxxx X, Apartment Xxxxx, Xxxxx 0/0, Xxxxxx Xxxx Xxxxxxxx, 00000 Xxxx Xxxxx, Xxxxxxxx.

  • Transfers of Mortgaged Property The Servicer shall use its best efforts to enforce any “due-on-sale” provision contained in any Mortgage or Mortgage Note and to deny assumption by the person to whom the Mortgaged Property has been or is about to be sold whether by absolute conveyance or by contract of sale, and whether or not the Mortgagor remains liable on the Mortgage and the Mortgage Note. When the Mortgaged Property has been conveyed by the Mortgagor, the Servicer shall, to the extent it has knowledge of such conveyance, exercise its rights to accelerate the maturity of such Mortgage Loan under the “due-on-sale” clause applicable thereto, provided, however, that the Servicer shall not exercise such rights if prohibited by law from doing so or if the exercise of such rights would impair or threaten to impair any recovery under the related LPMI Policy, if any. If the Servicer reasonably believes it is unable under applicable law to enforce such “due-on-sale” clause, the Servicer shall enter into (i) an assumption and modification agreement with the person to whom such property has been conveyed, pursuant to which such person becomes liable under the Mortgage Note and the original Mortgagor remains liable thereon or (ii) in the event the Servicer is unable under applicable law to require that the original Mortgagor remain liable under the Mortgage Note and the Servicer has the prior consent of the primary mortgage guaranty insurer, a substitution of liability agreement with the seller of the Mortgaged Property pursuant to which the original Mortgagor is released from liability and the seller of the Mortgaged Property is substituted as Mortgagor and becomes liable under the Mortgage Note. In connection with any such assumption, none of the Mortgage Interest Rate borne by the related Mortgage Note, the term of the Mortgage Loan or the outstanding principal amount of the Mortgage Loan shall be changed. To the extent that any Mortgage Loan is assumable, the Servicer shall inquire diligently into the creditworthiness of the proposed transferee, and shall use the underwriting criteria for approving the credit of the proposed transferee which are used by the Servicer, its affiliates or Xxxxxx Mae with respect to underwriting mortgage loans of the same type as the Mortgage Loans. If the credit of the proposed transferee does not meet such underwriting criteria, the Servicer diligently shall, to the extent permitted by the Mortgage or the Mortgage Note and by applicable law, accelerate the maturity of the Mortgage Loan.

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