Sale of an Inn definition

Sale of an Inn or "Sale of the Inns" shall mean any sale, -------------- ---------------- assignment, transfer or other disposition, for value or otherwise, voluntary or involuntary, of the fee simple title (or leasehold interest, as the case may be) to one or more of the Inns.
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Sale of an Inn or "Sale of the Inns" shall mean any sale, assignment, -------------- ---------------- transfer or other disposition, for value or otherwise, voluntary or involuntary, of Owner's and/or Lessee's title to one or more of the Inns and/or the Sites (either fee or leasehold title, as the case may be). For purposes of this Agreement, a "Sale of the Inn" shall also include (i) a lease (or sublease) of the Inns or Sites and (ii) any sale, transfer, or other disposition, for value or otherwise, in a single transaction or a series of related transactions, of the controlling interest in Owner or Lessee. The phrase "controlling interest" shall mean the right (through equity ownership, by contract, or by any other arrangement) to exercise, directly or indirectly, more than fifty percent (50%) of the voting rights attributable to the shares of Owner or Lessee, as the case may be, or, if Owner or Lessee is a partnership, of the general partner (or managing partner, if more than one) of Owner or Lessee, as the case may be. Notwithstanding the foregoing, the term "Sale of the Inns" shall not be deemed or construed to include (i) any transfer, conversion or exchange of publicly-held or publicly-traded securities of Owner's ultimate parent entity, by operation of law or otherwise, or any issuance of additional securities of Owner's ultimate parent entity; (ii) any sale, assignment, transfer or other disposition of the Inn or the Site by Owner or Lessee to an Affiliate of Owner, provided that, a subsequent sale, assignment, transfer, lease, sublease or other disposition of the Inns or Sites by or a change in "controlling interest" of such Affiliate would constitute a "Sale of the Inns"; (iii) a collateral assignment intended to provide security for a loan; or (iv) the lease of the Inns by Owner to Lessee under the Hotel Lease; provided that, with respect to clauses (i) and (ii) of this sentence, if Manager believes (and so states in writing to Lessee) that any one or more of the following is true: (a) that the proposed purchaser is engaged in the business of operating (as distinguished from owning or financing) hotels or other lodging facilities in competition with Manager, Marriott or any Marriott Affiliate; (b) that the proposed purchaser is known as being of bad moral character or is in control of or controlled by persons known as being of bad moral character, or (c) that the financial condition and prospects of the proposed purchaser are not adequate to discharge the obli...
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Examples of Sale of an Inn in a sentence

  • Several methods can be applied at the local or regional levels, as well as the national level, providing a means of identifying the geo- graphic location of any problems.

  • Lessor agrees to fully and timely comply with all notice requirements set forth in Section 18.01 of the Management Agreement on each occasion that Lessor receives a bona fide written offer for a Sale of an Inn that it desires to accept.

  • Accordingly, Lessee agrees that neither it nor Owner will have the right to enter into a Sale of an Inn if such a transaction, when consummated, would result in the twenty-two (22) Inns being owned by more than five (5) separate owners.

  • Therefore in terms of theoretical significance, this study seeks to investigate whether the model that will be used in the analysis will validate or contradict the existing disincentive theory on the impact of food aid.The study aims at investigating whether food aid is complementing or substituting agricultural production and commercial food imports in Zimbabwe.

  • Subject to the foregoing, if Owner receives a bona fide written offer to enter into a Sale of an Inn, and desires to accept such offer, Lessee shall, or shall cause Owner to, give written notice thereof to Manager stating the name of the prospective purchaser or tenant, as the case may be, the price or rental and the terms and conditions of such proposed Sale of the Inn, together with all other information requested by Manager and reasonably available to Owner or Lessee.

  • Failing such finalization, such notice, and any response thereto given by Manager, shall be null and void and all of the provisions of Section 18.01.A must again be complied with before Lessee or Owner shall have the right to finalize a Sale of an Inn upon the terms contained in said notice, or otherwise.

  • Accordingly, Lessee agrees that it will not have the right to enter into a Sale of an Inn if such a transaction, when consummated, would result in the fifteen (15) Inns being owned by more than four (4) separate owners.

  • Any proposed Sale of an Inn of which notice has been given by Lessee to Manager hereunder must be finalized within one hundred eighty (180) days following the giving of such notice, unless Manager has exercised its option under subsection 1 above to purchase or lease the Inns.

  • Subject to the foregoing, if Owner or Lessee receives a bona fide written offer to enter into a Sale of an Inn, and desires to accept such offer, Lessee shall, or shall cause Owner to give written notice thereof to Manager stating the name of the prospective purchaser or tenant, as the case may be, the price or rental and the terms and conditions of such proposed Sale of the Inn, together with all other information requested by Manager and reasonably available to Owner or Lessee.

Related to Sale of an Inn

  • Purchase or Sale of a Security means obtaining or disposing of "Beneficial Ownership" of that Security and includes, among other things, the writing of an option to purchase or sell a Security.

  • Sale of the Artwork means the transfer of title and ownership of the Artwork to an un-Affiliated third-party and receipt by the Company of value therefor as determined by the Board.

  • Sale of services means furnishing or agreeing to furnish services and includes making arrangements to have services furnished by another.

  • Asset Sale Offer shall have the meaning specified in Section 4.13.

  • Bulk transfer/terminal system means the motor fuel distribution system consisting of refineries, pipelines, marine vessels, and terminals. Motor fuel in a refinery, pipeline, terminal, or a marine vessel transporting motor fuel to a refinery or terminal is in the bulk transfer/terminal system. Motor fuel in a fuel storage facility including, but not limited to, a bulk plant that is not part of a refinery or terminal, in the fuel supply tank of any engine or motor vehicle, in a marine vessel transporting motor fuel to a fuel storage facility that is not in the bulk transfer/terminal system, or in any tank car, rail car, trailer, truck, or other equipment suitable for ground transportation is not in the bulk transfer/terminal system.

  • Bulk transfer means a transfer of motor fuel from 1 location to another by pipeline tender or marine delivery within the bulk transfer/terminal system, including, but not limited to, all of the following transfers:

  • Flip-over Transaction or Event means a transaction or series of transactions after a Flip-In Date in which, directly or indirectly, (i) the Company shall consolidate or merge or participate in a share exchange with any other Person if, at the time of the consolidation, merger or share exchange or at the time the Company enters into any agreement with respect to any such consolidation, merger or share exchange, the Acquiring Person Controls the Board of Directors of the Company and either (A) any term of or arrangement concerning the treatment of shares of capital stock in such consolidation, merger or share exchange relating to the Acquiring Person is not identical to the terms and arrangements relating to other holders of the Common Stock or (B) the Person with whom the transaction or series of transactions occurs is the Acquiring Person or an Affiliate or Associate of the Acquiring Person or (ii) the Company shall sell or otherwise transfer (or one or more of its Subsidiaries shall sell or otherwise transfer) assets (A) aggregating more than 50% of the assets (measured by either book value or fair market value) or (B) generating more than 50% of the operating income or cash flow, of the Company and its Subsidiaries (taken as a whole) to any Person (other than the Company or one or more of its wholly owned Subsidiaries) or to two or more such Persons which are Affiliates or Associates or otherwise acting in concert, if, at the time of the entry by the Company (or any such Subsidiary) into an agreement with respect to such sale or transfer of assets, the Acquiring Person Controls the Board of Directors of the Company. An Acquiring Person shall be deemed to "Control" the Company's Board of Directors when, following a Flip-In Date, the Persons who were directors of the Company before the Flip-In Date shall cease to constitute a majority of the Company's Board of Directors.

  • Deportation or forcible transfer of population means forced displacement of the persons concerned by expulsion or other coercive acts from the area in which they are lawfully present, without grounds permitted under international law;

  • LD or L/D means Liquidated Damages"LD or L/D" means Liquidated Damages "LSI" means Large Scale Industry"LSI" means Large Scale Industry

  • First sale means and include the first sale or distribution of cigarettes in intrastate commerce, or the first use or consumption of cigarettes within this state.

  • LD or L/D means Liquidated Damages"LD or L/D" means Liquidated Damages "LSI" means Large Scale Industry"LSI" means Large Scale Industry

  • Sale of the Company means the sale of the Company to an Independent Third Party or affiliated group of Independent Third Parties pursuant to which such party or parties acquire (i) capital stock of the Company possessing the voting power to elect a majority of the Company's board of directors (whether by merger, consolidation or sale or transfer of the Company's capital stock) or (ii) all or substantially all of the Company's assets determined on a consolidated basis.

  • Purchase and Sale Agreement means that certain Purchase and Sale Agreement, dated as of the Closing Date, between the Transferor, as the seller, and the Borrower, as the purchaser, as amended, modified, supplemented, restated or replaced from time to time in accordance with the terms thereof.

  • Fall Away Event means such time as the Notes shall have an Investment Grade Rating and the Company shall have delivered to the Trustee an Officers’ Certificate certifying that the foregoing condition has been satisfied.

  • Natural Outlet means any outlet into a watercourse, pond, ditch, lake, or other body of surface or groundwater.

  • Intimidating, threatening, abusive, or harming conduct means, but is not limited to, conduct that does the following:

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

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

  • Sale of the Painting means the transfer of title and ownership of the Painting to an un-Affiliated third-party and receipt by the Company of value therefor as determined by the Board.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Sale of personal data means the exchange of personal data for monetary consideration by the

  • Sale of the Corporation means (i) the sale of all or substantially all of the Corporation's assets to a Person who is not an Affiliate of the Corporation, (ii) the sale or transfer of the outstanding capital stock of the Corporation to one or more Persons who are not Affiliates of the Corporation, or (iii) the merger or consolidation of the Corporation with or into another Person who is not an Affiliate of the Corporation, in each case in clauses (ii) and (iii) above under circumstances in which the holders of a majority in voting power of the outstanding capital stock of the Corporation, immediately prior to such transaction, own less than a majority in voting power of the outstanding capital stock of the Corporation or the surviving or resulting corporation or acquirer, as the case may be, immediately following such transaction. A sale (or multiple related sales) of one or more subsidiaries of the Corporation (whether by way of merger, consolidation, reorganization or sale of all or substantially all assets or securities) which constitutes all or substantially all of the consolidated assets of the Corporation shall be deemed a Sale of the Corporation.

  • RMB Non-Transferability means the occurrence of any event that makes it impossible for the Issuer to deliver RMB between accounts inside Hong Kong or from an account inside Hong Kong to an account outside Hong Kong (including where the RMB clearing and settlement system for participating banks in Hong Kong is disrupted or suspended), other than where such impossibility is due solely to the failure of the Issuer to comply with any law, rule or regulation enacted by any Governmental Authority (unless such law, rule or regulation is enacted after the Issue Date of the first Tranche of the relevant Series and it is impossible for the Issuer due to an event beyond its control, to comply with such law, rule or regulation);

  • Pickup or panel truck means every motor vehicle designed for the transportation of property and

  • Contribution in aid of construction, as used in this subrule, means a nonrefundable cash payment grossed-up for the income tax effect of such revenue covering the costs of a distribution main extension or service line that are in excess of costs paid by the utility. The amount of tax shall be reduced by the present value of the tax benefits to be obtained by depreciating the property in determining the tax liability.

  • Asset Sale Offer Amount has the meaning assigned to it in Section 3.12(c).