Common use of Transfer of the Interests Clause in Contracts

Transfer of the Interests. Subject to the terms and conditions set forth in this Agreement and in reliance on the representations and warranties contained herein, on the Closing Date, (a) Hersha Owner agrees to sell to Owner JV, and Owner JV agrees to purchase from Hersha Owner, the Purchased Assets for a purchase price equal to the amount set forth in Schedule A (the “Property Sale Proceeds”); and (b) Hersha Owner agrees to transfer to Owner JV, and Owner JV agrees to acquire from Hersha Owner, the Hersha Owner Contributed Assets valued at a contribution amount equal to the amount set forth in Schedule A in exchange for membership interests in Owner JV issued to Hersha Owner Member equal to a 30% Percentage Interest in Owner JV.