Common use of Change in the Ownership of UBL’s Assets Clause in Contracts

Change in the Ownership of UBL’s Assets. A “change in the ownership of a substantial portion of UBL’s assets,” as defined in the Regulations, occurs when a Person or Group acquires, or has acquired during the preceding 12-month period, from UBL assets that have a total fair market value, without regard to any liabilities associated with the assets, of forty percent (40%) or more of the total fair market value, exclusive of associated liabilities, of all UBL’s assets at the time of the acquisition. Provided, however, that such a transfer of assets does not constitute a “change in the ownership of a substantial portion of UBL’s assets” if the transfer is made to a subsidiary or other company affiliated with UBL);