Transfer Event definition
Transfer Event means (i) a transfer of the ownership of a project, (ii) the sale or assignment of a partnership interest in a project owner and/or (iii) the refinancing of secured debt on a project. The following shall not be deemed a Transfer Event: (i) the transfer of the project or a partnership or membership interest in a project owner in which reserves remain with the project and the debt encumbering the project is not increased, refinanced or otherwise modified, (ii) the refinancing of project debt which does not increase the outstanding principal balance of the debt other than in the amount of the closing costs and fees paid to the project lender and third parties as transaction
Transfer Event means (i) a transfer of the ownership of a project, (ii) the sale or assignment of a partnership interest in a project owner and/or (iii) the refinancing of secured debt on a project. The following shall not be deemed a Transfer Event: (i) the transfer of the project or a partnership or membership interest in a project owner in which the debt encumbering the project is not increased, refinanced or otherwise modified, (ii) the refinancing of project debt which does not increase the outstanding principal balance of the debt other than in the amount of the closing costs and fees paid to the project lender and third parties as transaction costs, (iii) the replacement of a general partner by a limited partner upon the occurrence of a default by a general partner in accordance with partnership agreement of the project owner, (iv) a transfer pursuant to a foreclosure or deed in lieu of foreclosure to a non-related party, (v) a “Subsequent Transfer” pursuant to Section 10320(b)(4)(B) hereof, (vi) a transfer of the ownership of a project subject to an existing tax credit regulatory agreement with a remaining term of five (5) or less years if the transfer is made in connection with a new reservation of 9% or 4% tax credits, or (vii)the sale of a project, or the sale or assignment of a partnership interest in a project owner, to an unrelated party for which the parties entered into a purchase agreement prior to October 9, 2015. Notwithstanding
Transfer Event means an event where, after the Effective Date, the identity of the Supplier of the Services (or any part of the Services) changes, resulting in the transfer of all or part of the Services to a New Supplier; and
Examples of Transfer Event in a sentence
Seller may assign all, but not less than all, of its right, title and interest in, to and under the license rights set forth in Section 3.5, without Purchaser’s written consent, to an Acquiring Party in connection with a Transfer Event, provided that (a) Seller provides Purchaser with prompt written notice of such Transfer Event, (b) the Acquiring Party agrees in writing to be bound by all of the terms and conditions of Sections 3.5-3.11, and (c) the Acquiring Party is not an Excluded Entity.
The license rights set forth in Section 3.5 shall immediately terminate upon the occurrence of a Transfer Event in which the Acquiring Party is an Excluded Entity.
In the event of a Transfer Event, the license rights set forth in Section 3.5 shall not extend beyond the Licensed Products of Seller and its Affiliates that existed or were in development prior to the Transfer Event and natural evolutions thereof.
More Definitions of Transfer Event
Transfer Event means any of a merger or consolidation involving WCP, a sale or exchange of all or substantially all of the assets of WCP, an acquisition by another corporation or other entity of 80% or more of WCP's outstanding shares of voting stock or the liquidation or dissolution of WCP.
Transfer Event shall have the meaning ascribed to it in Clause 15.1;
Transfer Event means any sale, transfer, assignment or disposition of the legal or beneficial title to a Class B Ordinary Share by the holder thereof or an Affiliate of such holder or the transfer or assignment of the voting rights attached to any Class B Ordinary Share to be cast under the direction of any person or entity that is not an Affiliate of such holder. For the avoidance of doubt, the creation of any pledge, charge, encumbrance or other third party right of whatever description on any of Class B Ordinary Shares to secure contractual or legal obligations shall not be deemed as a sale, transfer, assignment or disposition unless and until any such pledge, charge, encumbrance or other third-party right is enforced and results in the third party holding directly or indirectly the legal or beneficial title to a Class B Ordinary Share or voting power through voting proxy or otherwise to the related Class B Ordinary Shares, in which case all the related Class B Ordinary Shares shall be automatically converted into the same number of Class A Ordinary Shares.
Transfer Event means (i) any transfer, sale or other disposition of all or a portion of the Other Stock or (ii) any loan, borrowing or other financing secured or guaranteed by all or a portion of the Other Stock.
Transfer Event means the occurrence of a Relevant Transfer upon expiry or termination of this Agreement;
Transfer Event shall have the meaning set forth in Section 7.12.
Transfer Event means, with respect to Customer: (A) Customer merges or otherwise consolidates with another entity and the creditworthiness of the merged or consolidated entity (as reasonably determined by Seller) is either (i) inferior to Customer’s or (ii) equal to or greater than Customer’s but such entity fails to assume in writing all of Customer’s obligations under this Agreement; or (B) Customer sells all or substantially all of its assets to another person.