Impermissible Transactions Sample Clauses

Impermissible Transactions. (i) If within sixty (60) days of receipt of the Property Package Request, Owner in good faith determines that (after having used commercially reasonable efforts to resolve such circumstances), either (1) the Property is (and will be) subject to a Debt Limitation that cannot be waived or otherwise amended in a manner that would permit the exercise of the Call Right, (2) the consummation of the Call Right will (in Owner’s good faith opinion) not be approved by the applicable Gaming Authorities (or will otherwise not comply with applicable laws and regulations), or (3) the Property is not (and will not be) for any other reason able to be timely delivered pursuant to the exercise of the Call Right (any such event or circumstance being referred to as an “Impermissible Transaction”), then Owner shall notify Propco thereof within such 60-day period (such notice, a “Notice of Impermissibility”). Any Notice of Impermissibility shall specify the actions taken by Owner in determining whether the exercise of the Call Right would be an Impermissible Transaction, a detailed description of the circumstances giving rise to such determination, and the commercially reasonable efforts undertaken to resolve such circumstances. In the event that Owner delivers a Notice of Impermissibility, Owner may simultaneously with the delivery thereof propose in good faith one or more replacement properties and the material transaction terms for the purchase and lease of such properties (the “Owner Proposal”). If Owner makes an Owner Proposal, Propco shall make a commercially reasonable determination of whether the Owner Proposal constitutes a Qualifying Proposal. If the Owner Proposal is a Qualifying Proposal, the Parties shall proceed with the transaction reflected in the Owner Proposal on the terms otherwise set forth herein. If Owner does not, simultaneously with the Notice of Impermissibility, make an Owner Proposal, or makes an Owner Proposal that is not a Qualifying Proposal, then Section 2(d)(ii) below shall apply. Any dispute as to whether the exercise of the Call Right would be an Impermissible Transaction, or whether an Owner Proposal is a Qualifying Proposal, shall be resolved pursuant to arbitration in accordance with the procedures set forth in Section 3 hereof.
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Impermissible Transactions. The Debit Card issued on the Account may only be used and directed by you. You agree not to use the Account and/or the Debit Card in any manner, for any illegal, improper or unlawful purpose. You acknowledge and agree that we reserve the right to prevent the Account and/or the Debit Card from being used for certain types of transactions as determined by us, including but not limited to, transactions connected to internet gambling or that contravene our Anti-Money Laundering or Anti-Terrorist Financing policies. For security purposes, we may decline any transaction if for any reason it appears to us to be suspicious or potentially in violation of this Agreement, Visa operating regulations or any applicable law OUT OF COUNTRY TRANSACTIONS All Debit Card transactions completed in a currency other than the currency of the Account will be converted and posted to your statement in the currency of the Account. The International Provider will convert to U.S. dollars any international charge or credit made to the Account. The conversion will be pursuant to the specific International Provider’s regulations in effect. The rate selected by the International Provider is determined from (i) a range of rates available from wholesale currency markets for the applicable central processing date and/or
Impermissible Transactions. The Debit Card issued on the Account may only be used and directed by you. You agree not to use the Account and/or the Debit Card in any manner, for any illegal, improper or unlawful purpose. You acknowledge and agree that we reserve the right to prevent the Account and/or the Debit Card from being used for certain types of transactions as determined by us, including but not limited to, transactions connected to internet gambling or that contravene our Anti-Money Laundering or Anti-Terrorist Financing policies. For security purposes, we may decline any transaction if for any reason it appears to us to be suspicious or potentially in violation of this Agreement, Visa operating regulations, our policies or any applicable law.
Impermissible Transactions. 4.6.1. Member acknowledges and agrees not to use the Relay Account or Relay Services to fund or participate in activities that: (1) violate any Rules, Regulations, or Laws (as hereinafter defined); (2) relate to transactions involving (a) illegal narcotics, steroids, certain controlled substances or other products that present a risk to consumer safety, (b) illegal drug paraphernalia, (c) items that encourage, promote, facilitate or instruct others to engage in illegal activity, (d) stolen goods including digital and virtual goods,
Impermissible Transactions. The Customer agrees to not use the Bank’s credit or debit entry services in any manner, for any illegal, improper or unlawful purpose.
Impermissible Transactions. You are hereby restricted from using any Relay Product or access to the Relay System outside of the United States or for any illegal purposes, including, but not limited to, the funding of terrorist organizations, involvement in human trafficking, or money laundering schemes. The use of Your Relay Account shall be limited to the exchange of payment for goods and services for legal business or commercial purposes only. Without limiting the foregoing, you agree that you will not, and will not permit any other person to (collectively, the “Prohibited Uses”):

Related to Impermissible Transactions

  • Reportable Transactions Neither the Company nor any of its subsidiaries has participated in any reportable transaction, as defined in Treasury Regulation Section 1.6011-(4)(b)(1).

  • Exempt Transactions The following transactions shall be exempt from the provisions of this Section 4:

  • Excluded Transactions The Company shall not be obligated to effect any registration of Registrable Securities under this Section 2.1 incidental to the registration of any of its Securities in connection with:

  • Exempt Transaction Subject to the accuracy of the Warrantholder's representations in Section 10 hereof, the issuance of the Preferred Stock upon exercise of this Warrant will constitute a transaction exempt from (i) the registration requirements of Section 5 of the 1933 Act, in reliance upon Section 4(2) thereof, and (ii) the qualification requirements of the applicable state securities laws.

  • Not Plan Assets; No Prohibited Transactions None of the assets of the Borrower, any other Loan Party or any other Subsidiary constitutes “plan assets” within the meaning of ERISA, the Internal Revenue Code and the respective regulations promulgated thereunder. Assuming that no Lender funds any amount payable by it hereunder with “plan assets,” as that term is defined in 29 C.F.R. 2510.3-101, the execution, delivery and performance of this Agreement and the other Loan Documents, and the extensions of credit and repayment of amounts hereunder, do not and will not constitute “prohibited transactions” under ERISA or the Internal Revenue Code.

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