Protected Sale definition

Protected Sale shall not include (1) transfers of a Contributed Property made in connection with a non-taxable Section 1031 transaction, non-taxable Section 1033 transaction or other non-taxable transaction (e.g., a contribution of a property to a operating partnership of a REIT in exchange for operating partnership units); or (2) transfers of a Contributed Property made pursuant to a foreclosure, deed in lieu of foreclosure, UCC sale or similar transfer for the benefit of creditors; provided however, that with respect to any such transfer of a Contributed Property pursuant to indebtedness that (i) is secured solely by such Contributed Property, (ii) is not subject to any guarantees or co-borrowers and (iii) is not otherwise cross-collateralized, the Company shall, to the extent that an Investor arranges for lender consent (as part of a forbearance agreement or otherwise) to the transfer of the Contributed Property to such Investor or its designee, transfer such Contributed Property to Investor or its designee on mutually acceptable terms.
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Protected Sale means a sale of Shaw Shares in the public market by a Seller or Shareholder through a securities broker, dealer or marketmaker during the Window Period (defined below) at a gross price per share (without deduction of commissions, brokerage fees or other expenses of sale) ("Selling Price Per Share") that is less or more than the closing price of Shaw common stock on the New York Stock Exchange on March 23, 2001 ("Base Price Per Share").
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Protected Sale means the sale of a Project in a taxable transaction within the Protected Period as set forth in Section 5.5.1; provided, however, a “Protected Sale” shall not include (i) transfers of a Property made in connection with a non-taxable Code Section 1031 transaction, a non-taxable Code Section 1033 transaction or other non-taxable transaction (e.g., a contribution of the Property to an operating partnership of a REIT in exchange for operating partnership units); or (ii) transfers of a Property made pursuant to a foreclosure, deed in lieu of foreclosure, UCC sale or similar transfer for the benefit of creditors; provided, however, that with respect to any such transfer of a Property pursuant to indebtedness that (a) is secured solely by such Property, (b) is not subject to any guarantees or co-borrowers, (c) is not otherwise cross-collateralized, the Company shall, to the extent that a Member that has contributed such Property arranges for lender consent (as part of a forbearance agreement or otherwise) to transfer of the Property to such Member or its designee, transfer such Property to such Member or its designee on mutually acceptable terms to the Company, such Member and the Blackstone Entity.
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Examples of Protected Sale in a sentence

  • Colonial Williamsburg press release, Colonial Williamsburg Foundation to Proceed with Protected Sale of Carter’s Grove.

  • During the Bosnian Serb attack against the UN Protected Sale Area, houses, schools, hospitals and other clearly civilian facilities were deliberately targeted.

  • Commander, UNPROFOR has appointed Commander, Sector NE to be the head of the initial relief effort, and has designated that Sector NE be responsible for management of the relief effort in regards to the arrival and care of time Displaced Civilians from the Eastern UN Protected Sale Areas.

Related to Protected Sale

  • Permitted Sale means those sales, transfers or assignments permitted by the Credit Agreement.

  • Approved Sale has the meaning set forth in 2.1(d).

  • Purchase and Sale Termination Event has the meaning set forth in Section 8.1 of the Sale Agreement.

  • Protected cell means an identified pool of assets and liabilities of a protected cell company segregated and insulated as provided under this chapter from the remainder of the protected cell company’s assets and liabilities.

  • Protected Property means each property identified on Exhibit A hereto and each property acquired in Exchange for a Protected Property as set forth in Section 2.1(b).

  • Protected Person means: (i) the members of the Board; (ii) the Administrator and its Affiliates; (iii) any Member; (iv) any Officer; or (v) any Person who serves at the request of the Board on behalf of the Company as an officer, director, partner, member, stockholder or employee of any other Person.

  • Sale Transaction has the meaning set forth in Section 3(a).

  • Proposed Sale shall have the meaning set forth in Section 4.2(a).

  • Protected Purchaser has the meaning specified in Section 8-303 of the UCC.

  • protected species means any of the following animals:

  • Protected Activity means filing a charge, complaint, or report with, or otherwise communicating, cooperating, or participating in any investigation or proceeding that may be conducted by, any federal, state or local government agency or commission, including the Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Occupational Safety and Health Administration, and the National Labor Relations Board (the “Government Agencies”). The Employee understands that in connection with such Protected Activity, the Employee is permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, the Company. Notwithstanding the foregoing, the Employee agrees to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute Company confidential information to any parties other than the Government Agencies. The Employee further understands that “Protected Activity” does not include the disclosure of any Company attorney-client privileged communications. Any language in any other agreement between the Company and the Employee regarding the Employee’s right to engage in Protected Activity that conflicts with, or is contrary to, this paragraph is superseded by this Agreement. In addition, pursuant to the Defend Trade Secrets Act of 2016, the Employee is notified that an individual will not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that (i) is made in confidence to a federal, state, or local government official (directly or indirectly) or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) is made in a complaint or other document filed in a lawsuit or other proceeding, if (and only if) such filing is made under seal. In addition, an individual who files a lawsuit for retaliation by an employer for reporting a suspected violation of law may disclose the trade secret to the individual’s attorney and use the trade secret information in the court proceeding, if the individual files any document containing the trade secret under seal and does not disclose the trade secret, except pursuant to court order.

  • Protected wildlife means wildlife designated by the

  • protected variety means any variety that is the subject of a breeder’s right;

  • Company Sale a sale, conveyance or other disposition of the Company, whether by merger, consolidation, sale of all or substantially all of the Company’s assets or sale of capital stock, including any issuance or transfer of Capital Stock of the Company to any Person.

  • Exempt Transaction means an increase in the percentage of the outstanding shares of Common Stock or the percentage of the combined voting power of the outstanding Voting Stock of the Company beneficially owned by any Person solely as a result of a reduction in the number of shares of Common Stock then outstanding due to the repurchase of Common Stock or Voting Stock by the Company, unless and until such time as (a) such Person or any Affiliate or Associate of such Person shall purchase or otherwise become the Beneficial Owner of additional shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or additional Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock, or (b) any other Person (or Persons) who is (or collectively are) the Beneficial Owner of shares of Common Stock constituting 1% or more of the then outstanding shares of Common Stock or Voting Stock representing 1% or more of the combined voting power of the then outstanding Voting Stock shall become an Affiliate or Associate of such Person.

  • Qualifying Transaction means a transaction where a CPC acquires Significant Assets, other than cash, by way of purchase, amalgamation, merger or arrangement with another Company or by other means.

  • Protected Party means a Finance Party which is or will be subject to any liability, or required to make any payment, for or on account of Tax in relation to a sum received or receivable (or any sum deemed for the purposes of Tax to be received or receivable) under a Finance Document.

  • MFN Transaction means a transaction in which the Company issues or sells any securities in a capital raising transaction or series of related transactions which grants to an investor the right to receive additional shares based upon future transactions of the Company on terms more favorable than those granted to such investor in such offering.

  • Qualified Sale means a sale made by a qualified person through a charitable auction.

  • protected area means an area that is or has to be listed in the register referred to in section 10 of the Protected Areas Act;

  • Failed Transactions is the set of all requests within Total Transaction Attempts that do not return a Success Code within 30 seconds from Microsoft’s receipt of the request.

  • Purchase and Sale Termination Date has the meaning set forth in Section 1.4 of the Sale Agreement.

  • Protected Disclosure means any communication made in good faith that discloses or demonstrates information that may evidence unethical or improper activity.

  • Major Transaction means and shall be deemed to have occurred at such time upon any of the following events:

  • Protected tenant means a tenant who has obtained a court order.

  • cash transaction means any transaction in which full payment for goods or securities sold is made within seven days after delivery of the goods or securities in currency or in checks or other orders drawn upon banks or bankers and payable upon demand; and