Deemed Transfer Sample Clauses

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Deemed Transfer. Upon the giving by Parent or Parent's nominee to the Stockholder of the Exercise Notice and the tender of the aggregate Exercise Price, Parent or Parent's nominee will be deemed to be the holder of record of the Shares transferrable upon such exercise, notwithstanding that the stock transfer books of the Company are then closed or that certificates representing such Shares have not been actually delivered to Parent or Parent's nominee.
Deemed Transfer. 22.10.1 Notwithstanding anything contained in this Agreement, failure of the "DEVELOPER" to; a) handover the physical possession of the Project, Project Facilities, all Premises and any other Assets created by the "DEVELOPER" on the land; and b) execute a relinquishment deed stating that the "DEVELOPER" shall have no claim on the Project along with the Project and Project Facilities, if any, created by the "DEVELOPER" on the Project Site; shall not adversely affect the transfer of the Project and Project Facilities created by the "DEVELOPER". 22.10.2 Notwithstanding anything contained above, on the end of the Project Period, the Project along with the Project and Project Facilities created by the "DEVELOPER" shall deemed to have reverted to "RWS" on the expiry of the Project Period or to “OWNERS” on the date of termination of this Agreement, as the case may be, and from such date, the "RWS/OWNERS" shall be deemed to have assumed full ownership / charge over the Project and Project Facilities without any liability and / or Encumbrance, whatsoever.
Deemed Transfer. “Deemed Transfer” shall have the meaning ascribed to such term in Subsection 8.2(e).
Deemed Transfer. If Tenant is a nonpublicly traded corporation, or an unincorporated association or partnership, any direct or indirect cumulative transfer, assignment or hypothecation of any stock or interest in such corporation, association or partnership in the aggregate in excess of thirty percent (30%) of the beneficial ownership thereof (or, in the case of a partnership, of the beneficial ownership thereof or of the general partner interest thereof) shall be deemed a Transfer within the meaning and provisions of this Section 14 and subject to its provisions.
Deemed Transfer. If, pursuant to Section 4.12(d), the Purchase Price is deposited with the Corporation's bankers in the name of the Seller, from and after the date of such deposit, and even though the certificates or instruments representing the Purchased Securities have not been delivered to the Purchaser, the purchase and sale of the Purchased Securities shall be deemed to have been fully completed and all right, title, benefit and interest, both at law and in equity, in and to the Purchased Securities shall be conclusively deemed to have been transferred and assigned to and become vested in the Purchaser and all right, title, benefit and interest, both at law and in equity, of the Seller
Deemed Transfer. Upon the occurrence of a compulsory transfer event in respect of a shareholder, that shareholder will at the election of the remaining shareholders be deemed to have given a transfer notice in respect of all of its shares in the capital of the Company, to the other shareholders at the fair value and otherwise subject to those provisions hereof relating to pre- emptive rights as are appropriate.
Deemed Transfer. 17.8.1 Notwithstanding anything contained in this Concession Agreement, failure of the Concessionaire to : a. handover the physical possession of the Transferrable Assets and; b. execute a conveyance deed, if required, stating that the Concessionaire shall have no claim on the Transferrable Assets; c. shall not adversely affect the transfer of the Transferrable Assets to the Authority. 17.8.2 Notwithstanding anything contained above, on the end of the Concession Period the Transferrable Assets shall be deemed to have reverted to the Authority on the expiry of the Concession Period or on the date of termination of this Concession Agreement, as the case may be, and from such date the Authority shall be deemed to have assumed full ownership/charge over the Transferrable Assets without any liability and/or Encumbrance.
Deemed Transfer. In the event that at any time during the --------------- Restricted Period the number of Exclusive Homes Passed of a Cable Parent fails to equal or exceed such Cable Parent's Minimum Exclusive Homes Passed, then such Cable Parent shall be deemed to have made a Transfer (the "Deemed Transfer") of --------------- a number of Company Securities equal to the Proportionate Transferred Shares. Upon the occurrence of a Deemed Transfer, the Cable Parent of such Stockholder shall be required to cause such Stockholder (the "Transferring Stockholder") to ------------------------ offer to sell to the other Stockholders (on a pro rata basis, based on the number of Company Securities owned by such other Stockholders' respective Stockholder Groups determined on an as converted into Series A Common Stock basis) a number of shares equal to the Proportionate Transferred Shares in accordance with the procedure set forth below. Nothing herein contained (including but not limited to, the failure of such Transferring Stockholder to own an amount of Company Securities sufficient to meet its obligation to sell the Proportionate Transferred Shares to the other Stockholders hereunder) shall be deemed to diminish or modify each Transferring Stockholder's obligations hereunder. (a) A Transferring Stockholder required to sell the Proportionate Transferred Shares shall deliver to the other Stockholders a notice (a "Deemed ------ Transfer Notice") which shall constitute such Stockholder's offer to Transfer --------------- the Proportionate Transferred Shares to the other Stockholders (the "Receiving --------- Stockholders") at a price per share of Series A Common Stock, payable in cash, ------------ equal to (i) if such offer occurs prior to the IPO, the Per Share Value thereof determined in accordance with clause (d) hereof or (ii) if such offer occurs subsequent to the IPO, the Average Market Price thereof as of the date of the occurrence of such Deemed Transfer. (i) If a Receiving Stockholder desires to accept the offer set forth in a Deemed Transfer Notice as to any part of the Proportionate Transferred Shares, such Receiving Stockholder (a "Receiving Electing ------------------ Stockholder") shall, within ten Business Days of receipt of such Deemed Transfer ----------- Notice, notify the Transferring Stockholder of its acceptance of such offer to acquire Proportionate Transferred Shares and the number of such shares it desires to acquire, and deliver a copy of such notice to each o...
Deemed Transfer. Notwithstanding the foregoing provisions of this Article XI, if a transfer of a Partnership Interest would otherwise occur, whether voluntarily or by operation of law, which would (i) prevent the Partnership from utilizing any method of accelerated depreciation available under the Code, (ii) cause the Partnership not to be classified as a partnership for federal income tax purposes, or (iii) result in the recapture of LIHC for Limited Partners other than the transferor Limited Partner, then such Partnership Interest will be deemed to have been sold to the Partnership immediately before the transfer would otherwise occur. In such event the purchase price for the Interest shall be the amount by which, in the reasonable judgment of the General Partner, the fair market value of the Interest exceeds the expenses the Partnership incurs in connection with the purchase and resale of such Interest.
Deemed Transfer. Subject to the discretion of NV to determine otherwise, if any of the following events occur in relation to a Licensee, that event will be deemed a transfer of its rights under this Agreement and clauses 11.3 to 11.5 will apply. (a) There is a change in the ownership of a Licensee which is a company limited by guarantee, including: (i) an alteration to more than 15% of the membership of the Licensee; or (ii) if the Licensee admits new members aggregating in number more than 15% of the total membership at the time this Agreement was entered into. (b) There is a change in the ownership of a Licensee which is an incorporated association, including the Licensee ceasing to be registered as an incorporated association under the relevant State legislation under which it was incorporated at the time this Agreement was entered into.