Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the ownership of the voting stock of such corporation; in the case of a trust, a change in, or the existence of a lien on, the beneficial ownership of such trust; in the case of a limited liability company, a change in the ownership of, or the existence of a lien on, the limited liability company interests of such limited liability company; in the case of a partnership, a change in the ownership of, or the existence of a lien on, the partnership interests of such partnership.
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the ownership of the voting stock of such corporation; in the case of a trust, a change in, or the existence of a lien on, the beneficial ownership of such trust; in the case of a limited liability company, a change in the ownership of, or the existence of a lien on, the limited liability company interests of such limited liability company; in the case of a partnership, a change in the ownership of, or the existence of a lien on, the partnership interests of such partnership, or any change in the direct and indirect ownership interests of Grantor such that Principal no longer continues to own, directly or indirectly, free and clear of any security interest, a 100% interest in Grantor or no longer has a controlling interest in Grantor.
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the stock of Mortgagor; in the case of a trust, a change in the trustee, or a change in, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of Mortgagor; in the case of a limited liability company, a change in, or the existence of a lien on, the direct or indirect ownership of the limited liability company interests of Mortgagor; or, in the case of a partnership, a change in, or the existence of a lien on, the direct or indirect ownership of the partnership interests of Mortgagor. Notwithstanding the foregoing, the following transfers shall be permitted without Mortgagee's consent, prior notice, payment of assumption fees or any other limitations or restrictions, except as expressly set forth below:
Examples of Change in the Proportionate Ownership in a sentence
Any such conveyance, entering into a Contract to Convey or Change in the Proportionate Ownership of Mortgagor shall constitute a default under the terms of this instrument.
Any such conveyance, entering into a Contract to Convey or Change in the Proportionate Ownership of Grantor shall constitute a default under the terms of this instrument.
Any such conveyance, entering into a Contract to Convey or Change in the Proportionate Ownership of either Individual Borrower shall constitute a default under the terms of the Loan Documents.
Any such conveyance, entering into a Contract to Convey or Change in the Proportionate Ownership of Borrower shall constitute a default under the terms of the Lien Instrument.
Any such conveyance, entering into a Contract to Convey or Change in the Proportionate Ownership of any Individual Borrower shall constitute a default under the terms of the Loan Documents.
More Definitions of Change in the Proportionate Ownership
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the stock of Mortgagor; in the case of a trust, a change in the trustee, or a change in, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of Mortgagor; in the case of a limited liability company, a change in, or the existence of a lien on, the direct or indirect ownership of the limited liability company interests of Mortgagor; in the case of a partnership, a change in, or the existence of a lien on, the direct or indirect ownership of the partnership interests of Mortgagor. Any transfer with regards to Mortgagor's reverse IRC Section 1031 exchange shall not constitute an Event of Default or be deemed to be a prohibited transfer pursuant to this provision entitled "Prohibition on Transfer".
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the ownership of the voting stock of such corporation; in the case of a trust, a change in, or the existence of a lien on, the beneficial ownership of such trust; in the case of a limited liability company, a change in the ownership of, or the existence of a lien on, the limited liability company interests of such limited liability company; in the case of a partnership, a change in the ownership of, or the existence of a lien on, the partnership interests of such partnership. The continuing ownership and influence of X.X. Xxxxxxx and Xxxxx X. Xxxxx is an important factor to Lender. Accordingly, notwithstanding the above but subject to the proviso set forth below, Lender shall not consider a change in the limited partners of Borrower and/or the existence of a lien on a limited partnership interest to be a Change in the Proportionate Ownership of Borrower; provided, however, that Lender shall consider a change in or a lien on the limited partnership interests held by X.X. Xxxxxxx, Xxxxx X. Xxxxx, the Xxxxxxx Family (as defined below) or the Xxxxx Family (as defined below) to be a Change in the Proportionate Ownership of Borrower. Further, notwithstanding the foregoing, Lender shall not withhold its consent to a Change in the Proportionate Ownership of Borrower provided that the change consists solely of a transfer of ownership interests in the Borrower to or among the following:
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the stock of Mortgagor; in the case of a trust, a change in the trustee, or a change in, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of Mortgagor; in the case of a limited liability company, a change in, or the existence of a lien on, the direct or indirect ownership of the limited liability company interests of Mortgagor; and in the case of a partnership, a change in, or the existence of a lien on, the direct or indirect ownership of the partnership interests of Mortgagor. Notwithstanding the foregoing, (i) changes in the shareholders of TPG so long as TPG is publicly traded on a national public market exchange, (ii) changes in the shareholders of BDN so long as BDN is publicly traded on a national public market exchange, and (iii) changes in the OP Unit Holders shall not be deemed to be a Change in the Proportionate Ownership of Mortgagor, and Mortgagee's consent shall not be required for a Change in the Proportionate Ownership of Mortgagor resulting from changes in the shareholders of TPG or BDN so long as TPG or BDN is publicly traded on a national public market exchange or from changes in the OP Unit Holders. Furthermore, the following transfers shall not constitute a Change in Proportionate Ownership of Mortgagor and shall not require Mortgagee's approval or consent (provided that Mortgagor shall promptly notify Mortgagee in writing of any such transfer and shall provide Mortgagee with reasonable evidence that the requirements below have been met):
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the voting stock of such corporation; in the case of a trust, a change in,, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of such trust; in the case of a limited liability company, a change in, or the existence of a lien on, direct or indirect or indirect ownership of the limited liability company interests of such limited liability company; in the case of a partnership, a change in, or the existence of a lien on, direct or indirect ownership of the partnership interests of such partnership. Notwithstanding the foregoing, a “Change in the Proportionate Ownership” shall exclude any transfer of membership interests in Mortgagor or partnership interests in Principal if and only if at all times before, during and after any such transfer: (i) Principal remains the sole member holding a 100% membership interest in Mortgagor; (ii) Principal maintains control of Mortgagor; and (iii) prior to any transfer (other than a transfer of publicly traded stock in CB Xxxxxxx Xxxxx Realty Trust) that would result in any entity and/or related entities holding, in the aggregate, at least a 10% interest in the transferee (i.e., either Principal or Mortgagor), directly or indirectly, Mortgagee shall have received “OFAC” representations similar to
Change in the Proportionate Ownership means, in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the stock of such corporation; in the case of a trust, a change in, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of such trust; in the case of a limited liability company, a change in, or the existence of a lien on, the direct or indirect ownership of the limited liability company interests of such limited liability company; in the case of a partnership, a change in, or the existence of a lien on, the direct or indirect ownership of the partnership interests of such partnership, excluding in each case any change in, or the existence of a lien on any publicly traded shares or limited partnership interests in (i) Principal or any surviving entity after a merger with Principal as long as Principal or such surviving entity is a publicly traded entity (the “Surviving Principal”) or (ii) Grantor or any surviving entity after a merger with Grantor so long as the general partner of Grantor or such surviving entity is Surviving Principal or, in the event the surviving entity is not a partnership, then so long as the surviving entity is controlled by Surviving Principal (control meaning unqualified voting control over such entity) or is a publicly traded entity. Notwithstanding the foregoing, Beneficiary’s consent shall not be required for a Change in the Proportionate Ownership of Grantor provided the Principal continues to own, directly or indirectly, greater than a 75% lien-free interest in Grantor. Notwithstanding the above, provided there is then no default in the terms and conditions of any Loan Document, upon prior written request from Grantor, Beneficiary shall not withhold its consent to a one-time transfer of all but not less than all of the property to a single entity or individual, provided:
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the stock of Mortgagor; in the case of a trust, a change in the trustee, or a change in, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of Mortgagor; in the case of a limited liability company, a change in, or the existence of a lien on, the direct or indirect ownership of the limited liability company interests of Mortgagor; or, in
Change in the Proportionate Ownership means in the case of a corporation, a change in, or the existence of a lien on, the direct or indirect ownership of the stock of Mortgagor; in the case of a trust, a change in the trustee, or a change in, or the existence of a lien on, the direct or indirect ownership of the beneficial interests of Mortgagor; in the case of a limited liability company, a change in, or the existence of a lien on, the direct or indirect ownership of the limited liability company interests of Mortgagor; or, in the case of a partnership, a change in, or the existence of a lien on, the direct or indirect ownership of the partnership interests of Mortgagor. Notwithstanding the foregoing, Mortgagee's consent shall not be required for a Change in the Proportionate Ownership of Mortgagor that consists solely of transfers of direct or indirect ownership interests in Mortgagor so long as Principal continues to own, directly or indirectly, free and clear of any security interest, a 100% interest in Mortgagor. Notwithstanding the above, provided there is then no default in the terms and conditions of any Loan Document, and upon prior written request from Mortgagor, Mortgagee shall not withhold its consent to a one‑time transfer of all but not less than all of the Property to a single entity or individual, provided: