Interest Transfer definition

Interest Transfer means if Tenant is a corporation, trust, partnership, limited liability company or other entity, (i) the transfer of a Controlling Interest or a majority of the voting stock, beneficial interest, partnership interests, membership interests or other ownership interests therein (whether at one time or in the aggregate) or (ii) the sale, mortgage, hypothecation, or pledge of more than 50% of Tenant’s net assets. A “Controlling Interest” means the effective control over the management of such entity.
Interest Transfer means the transfer of all membership interests in Exchange Borrower to SCCP or another entity indirectly wholly owned and controlled by City Office, as evidenced by an instrument executed by the transferor(s) and the required transferee (a fully-executed copy of which instrument shall have been delivered to Lender), and the reaffirmation by Borrower of its obligations under the Loan Documents and the Environmental Indemnity and by Liable Party of its obligations under the Guaranty and the Environmental Indemnity, all in a manner reasonably satisfactory to Lender, subject to the conditions that (i) prior to the transfer, Borrower provides to Lender a new organizational chart reflecting the Interest Transfer that is reasonably acceptable to Lender, (ii) at Lender’s election, prior to the transfer, Borrower obtains current searches on the entities on such organizational chart as requested by Lender, the results of which searches are reasonably acceptable to Lender, (iii) concurrently with such transfer, Borrower’s operating agreement is replaced with an Amended and Restated Limited Liability Company Agreement in the form attached hereto as Exhibit E, (iv) prior to the transfer, Borrower shall have provided to Lender copies of the organizational documents of the transferee and of the entities that Control such transferee, which organizational documents shall be reasonably acceptable to Lender (including, without limitation, if SCCP is the transferee, a modification of SCCP’s purpose as set forth in its limited partnership agreement to allow SCCP’s ownership of all of the membership interests in Borrower), and (v) following any such transfer, the Borrower shall continue to be able to make the representations and warranties set forth in Section 4.1.2 (Litigation), Section 4.1.5 (No Plan Assets), Section 4.1.25 (Foreign Person), Section 4.1.28 (Non-Relationship), Section 4.1.29 (US Patriot Act), Section 4.1.30 (Criminal Acts), and Section 4.1.31 (No Defaults) of this Agreement and all other representations set forth in the Loan Documents and Environmental Indemnity made by “Borrower”.
Interest Transfer as described in Section 2.4.

Examples of Interest Transfer in a sentence

  • This tax is reported on Form AU-330, Controlling Interest Transfer Taxes.

  • NO You must report a Controlling Interest Transfer Return IF: you answered "yes" to questions 1 AND 2a.

  • Failure to report a Controlling Interest Transfer is subject to penalty provisions of RCW 82.45.220.For more information on Controlling Interest, visit www.dor.wa.gov/REET.

  • GATS Transfer Instrument (Full Beneficial Interest Transfer) [OR] GATS Transfer Instrument (Partial/Residual Beneficial Interest Transfer) [OR] GATS Transfer Instrument (Successor Trustee Transaction) [OR] GATS Amendment Instrument [dd-mmm-yyyy] [to be automatically populated by the GATS Platform] […] #.

  • Controlling Interest Transfer TaxesA tax is imposed on the transfer of a controlling interest in an entity where the entity owns, directly or indirectly, an interest in Connecticut real property.

  • Pursuant to the Interest Transfer Agreement with Bullet Holding Corporation (Bullet), Andes has a 90% beneficial interest, and Bullet has a 10% interest.

  • See Special Notice 2003(11), Legislation Affecting the Controlling Interest Transfer Tax, for more information.

  • GATS Transfer Instrument (Full Beneficial Interest Transfer) [1] [dd-mmm-yyyy] [EXISTING BENEFICIARY], as existing beneficiary [NEW BENEFICIARY], as new beneficiary [TRUSTEE], as trustee END AMENDED TEXT 1 NOTE: this will describe this Instrument.

  • Controlling Interest Transfer Taxes There is a tax imposed on the transfer of a controlling interest in an entity where the entity owns, directly or indirectly, an interest in Connecticut real property.

  • CITT-1 (page 2)Name of TransforTransferor’s Tax ID NumberDate of TransferPart 6 Tax Calculation A Use if NJ classified real property is owned directly or indirectly by the entity in which a controlling interest was transferred 1.Location of Real PropertyControlling Interest Transfer Tax A new tax was enacted in July, 2006 imposing a transfer tax of 1% on certain transfers of controlling interest in entities possessing commercial real property.


More Definitions of Interest Transfer

Interest Transfer means, with respect to a Member, (a) a Transfer of all of or any portion of such Member's Membership Interest or (b) a Change in Control with respect to such Member.
Interest Transfer has the meaning for such term set forth in Section 3.2(b)(i).
Interest Transfer has the meaning set forth in Section 9.1(a).
Interest Transfer means if Tenant is a corporation, trust, partnership, limited liability company or other entity, (a) the transfer of a Controlling Interest in the voting stock, beneficial interest, partnership interests, membership interests or other ownership interests therein (whether at one time or in the aggregate) or (b) the sale, mortgage, hypothecation, or pledge of more than 25% of Tenant’s net assets. Notwithstanding the foregoing, if Tenant is a publicly traded company, no change of stock ownership of Tenant shall constitute an Interest Transfer. A “Controlling Interest” means the effective control over the management of such entity.
Interest Transfer means any sale, assignment, gift, hypothecation, pledge or other disposition, whether voluntary or by operation of law, of an Interest or any portion thereof, or an interest in the profits and losses of and/or distributions by the Company, and shall include any change in control of any Member. The admission of any new Member, whether as a result of the exercise by any Person of any Option or Warrant in accordance with Section 6.04 of the Operating Agreement or the result of the admission of a new Member to the Company pursuant to Section 6.01 of the Operating Agreement shall not constitute an Interest Transfer.

Related to Interest Transfer

  • Interest Transfer Amount For any Distribution Date and for any Undercollateralized Group, an amount equal to one month's interest on the applicable Principal Transfer Amount at the weighted average Certificate Interest Rate of the applicable Undercollateralized Group, plus any interest accrued on such Undercollateralized Group remaining unpaid from prior Distribution Dates.

  • Securitization Transfer The sale or transfer of some or all of the Mortgage Loans to a trust or other entity as part of a publicly-issued or privately-placed, rated or unrated mortgage pass-through or other mortgage-backed securities transaction.

  • Purchaser Interest means, at any time, an undivided percentage ownership interest (computed as set forth below) associated with a designated amount of Capital, selected pursuant to the terms and conditions hereof in (i) each Receivable arising prior to the time of the most recent computation or recomputation of such undivided interest, (ii) all Related Security with respect to each such Receivable, and (iii) all Collections with respect to, and other proceeds of, each such Receivable. Each such undivided percentage interest shall equal: C / (NRB - AR) where: C = the Capital of such Purchaser Interest. NRB = the Net Receivables Balance. AR = the Aggregate Reserves. Such undivided percentage ownership interest shall be initially computed on its date of purchase. Thereafter, until the Amortization Date, each Purchaser Interest shall be automatically recomputed (or deemed to be recomputed) on each day prior to the Amortization Date. The variable percentage represented by any Purchaser Interest as computed (or deemed recomputed) as of the close of the business day immediately preceding the Amortization Date shall remain constant at all times thereafter.

  • Optimal Interest Remittance Amount For each Distribution Date, the product of (A) (x) the weighted average of the Net Mortgage Rates for the Mortgage Loans as of the first day of the related Collection Period divided by (y) 12 and (B) the Aggregate Loan Balance as of the first day of the related Collection Period (not including for this purpose Mortgage Loans for which prepayments in full have been received and distributed in the month prior to that Distribution Date).

  • Asset Transfer means a sale, lease, exclusive license or other disposition of all or substantially all of the assets of the Company.

  • Group I Interest Remittance Amount With respect to any Distribution Date, that portion of the Available Funds for such Distribution Date attributable to interest received or advanced with respect to the Group I Mortgage Loans.

  • Principal Funding Investment Proceeds means, with respect to each Transfer Date, the investment earnings on funds in the Principal Funding Account (net of investment expenses and losses) for the period from and including the immediately preceding Transfer Date to but excluding such Transfer Date.

  • Principal Funding Investment Shortfall means, with respect to each Transfer Date relating to the Controlled Accumulation Period, the amount, if any, by which the Principal Funding Investment Proceeds for such Transfer Date are less than the Covered Amount determined as of such Transfer Date.

  • Group II Interest Remittance Amount With respect to any Distribution Date, that portion of the Available Funds for such Distribution Date attributable to interest received or advanced with respect to the Group II Mortgage Loans.

  • Residual Funding Facility means any funding arrangement with a financial institution or institutions or other lenders or purchasers under which advances are made to the Company or any Subsidiary based upon residual, subordinated or retained interests in Receivables Entities or any of their respective securities, debt instruments or other Indebtedness.

  • Principal Transfer Amount For any Distribution Date and any Undercollateralized Group, the excess, if any, of the aggregate Class Principal Balance of the Class A Certificates related to such Undercollateralized Group over the aggregate Stated Principal Balance of the Mortgage Loans in such Group.

  • Interest Remittance Amount With respect to any Mortgage Pool and Distribution Date, (a) the sum of (1) all interest collected (other than in connection with Payaheads and Prepayment Premiums) or advanced in respect of Scheduled Payments in such Mortgage Pool during the related Collection Period by the Servicers, the Master Servicer, or the Trustee (solely acting in its capacity as successor Master Servicer), minus (x) the Servicing Fee with respect to the Mortgage Loans and (y) previously unreimbursed Advances and other amounts due to the Servicers, the Master Servicer or the Trustee (solely acting in its capacity as successor Master Servicer) to the extent allocable to interest and the allocable portion of previously unreimbursed Servicing Advances with respect to the Mortgage Loans, (2) any Compensating Interest Payments with respect to the Mortgage Loans in such Mortgage Pool with respect to the related Prepayment Period (or in the case of Mortgage Loans serviced by Aurora, the relevant Collection Period), (3) the portion of any Purchase Price, as applicable, or Substitution Amount paid with respect the Mortgage Loans in such Mortgage Pool during the related Prepayment Period (or in the case of Mortgage Loans serviced by Aurora, the relevant Collection Period) allocable to interest, and (4) all Net Liquidation Proceeds, Insurance Proceeds and any other recoveries collected with respect to the Mortgage Loans during the related Prepayment Period (or in the case of Mortgage Loans serviced by Aurora, the relevant Collection Period), to the extent allocable to interest, as reduced by (b) other costs, expenses or liabilities reimbursable to the Trustee, the Master Servicer or each Servicer to the extent provided in this Agreement and each Servicing Agreement, and the Custodian pursuant to the Custodial Agreement; provided, however, that in the case of the Trustee, such reimbursable amounts may not exceed $500,000 during any Anniversary Year up to and including the Anniversary Year in which the Stepdown Date occurs and $200,000 during any Anniversary Year thereafter (the “Applicable Maximum Reimbursement Amount”). In the event that the Trustee incurs reimbursable amounts in excess of the Applicable Maximum Reimbursement Amount in any Anniversary Year, it may obtain reimbursement for such amounts in subsequent Anniversary Years, but in no event shall more than the Applicable Maximum Reimbursement Amount in aggregate be reimbursed to the Trustee per Anniversary Year. Notwithstanding the foregoing, costs and expenses incurred by the Trustee pursuant to Section 6.14(a) in connection with any transfer of servicing shall be excluded in determining the Applicable Maximum Reimbursement Amount limitation on reimbursable amounts per Anniversary Year. For the avoidance of doubt, (i) the Interest Remittance Amount available on each Swap Payment Date for distributions to the Supplemental Interest Trust Account shall be equal to the Interest Remittance Amount on the related Distribution Date and (ii) the Interest Remittance Amount for each Distribution Date shall be calculated without regard to any distributions to the Supplemental Interest Trust Account on the related Swap Payment Date.

  • Asset Interest is defined in Section 2.1(b).

  • Mortgage Interest Rate Cap With respect to an Adjustable Rate Mortgage Loan, the limit on each Mortgage Interest Rate adjustment as set forth in the related Mortgage Note.

  • Fixed Rate Certificate A Certificate that provides for a payment of interest at a Fixed Pass-Through Rate.

  • Qualified Securitization Transaction means any transaction or series of transactions that may be entered into by the Company or any of its Restricted Subsidiaries pursuant to which the Company or any of its Restricted Subsidiaries may sell, convey or otherwise transfer to:

  • Interest Rate Cap Payment (a) With respect to the Class A-2, Class A-3 and Class A-4 Certificates, beginning on the first Distribution Date and continuing through the immediately succeeding 35 Distribution Dates thereafter, the amount, if any, equal to the product of (i) the excess, if any, of the lesser of (A) one-month LIBOR rate as of the related reset date under the Class A-2, Class A-3 and Class A-4 Cap Agreement and (B) the applicable cap ceiling rate set forth on Schedule A to such Interest Rate Cap Agreement for such Distribution Date over the applicable cap strike rate set forth on Schedule A to such Interest Rate Cap Agreement for such Distribution Date, calculated on an "actual/360" basis, (ii) the applicable Class A-2 and Class A-3 notional amount set forth on Schedule A to the Class A-2, Class A-3 and Class A-4 Cap Agreement for that Distribution Date and (iii) the multiplier set forth on Schedule A to such Interest Rate Cap Agreement; (b) with respect to the Class M Certificates, beginning on the first Distribution Date and continuing through the immediately succeeding 43 Distribution Dates thereafter, the amount, if any, equal to the product of (i) the excess, if any, of the lesser of (A) one-month LIBOR rate as of the related reset date under the Class M Cap Agreement and (B) the applicable cap ceiling rate set forth on Schedule A to such Interest Rate Cap Agreement for such Distribution Date over the applicable cap strike rate set forth on Schedule A to such Interest Rate Cap Agreement for such Distribution Date, calculated on an "actual/360" basis; (ii) the applicable Class M notional amount set forth on Schedule A to the Class M Cap Agreement for that Distribution Date and (iii) the multiplier set forth on Schedule A to such Interest Rate Cap Agreement; and (c) with respect to the Class B Certificates, beginning on the first Distribution Date and continuing through the immediately succeeding 43 Distribution Dates thereafter, the amount, if any, equal to the product of (i) the excess, if any, of the lesser of (A) one-month LIBOR rate as of the related reset date under the Class B Cap Agreement and (B) the applicable cap ceiling rate set forth on Schedule A to such Interest Rate Cap Agreement for such Distribution Date over the applicable cap strike rate set forth on Schedule A to such Interest Rate Cap Agreement for such Distribution Date, calculated on an "actual/360" basis; (ii) the applicable Class B notional amount set forth on Schedule A to the Class B Cap Agreement for that Distribution Date and (iii) the multiplier set forth on Schedule A to such Interest Rate Cap Agreement.

  • Co-op Loan A Mortgage Loan secured by the pledge of stock allocated to a dwelling unit in a residential cooperative housing corporation and a collateral assignment of the related Co-op Lease.

  • Floating Rate Certificates The Class A Certificates and the Mezzanine Certificates.

  • Principal Transaction means any transaction between the Sponsor, the Manager or any of their respective Affiliates, on the one hand, and the Company or one of its Subsidiaries, on the other hand.

  • Principal Funding Account shall have the meaning specified in subsection 4.03(a)(i).

  • Repurchase Amount shall have the meaning set forth in Section 4.2 hereof.