Sale or Lease of Project Sample Clauses

The 'Sale or Lease of Project' clause defines the conditions under which the ownership or operational rights of a project may be transferred to another party, either through a sale or a lease arrangement. This clause typically outlines the procedures for initiating a sale or lease, any required approvals, and the obligations of both the current and prospective parties, such as notification requirements or compliance with existing agreements. Its core function is to provide a clear framework for transferring project interests, thereby reducing uncertainty and protecting the interests of all stakeholders involved.
Sale or Lease of Project. So long as any Subordinate Bonds are Outstanding, the Borrower will not lease the Project (except tenant leases in the normal course of business), in whole or in part, nor sell, mortgage or otherwise encumber its interests in the Project, in whole or part, except as provided in Sections 7.5 and 8.1 hereof, provided that in no event shall such lease, assignment or sale be permitted if (1) the effect thereof would be to impair the validity or the exclusion from gross income under Section 103 of the Code of the interest on the Subordinate Bonds, or (2) if any such transaction should release the Borrower of any of its obligations under this Loan Agreement (except as otherwise provided in Section 8.1 hereof). Before any such lease, sale or assignment, the Borrower shall deliver to the Trustee an opinion of Bond Counsel, addressed to the Trustee and in form and substance satisfactory to the Trustee, stating in effect that such lease, sale or assignment will not cause interest on the Subordinate Bonds to be included in gross income for purposes of federal income taxation. The Borrower shall give at least thirty (30) days’ notice to the Trustee and the Issuer of any such sale, assignment or lease, unless such thirty (30) day notice is waived by the Trustee and the Issuer.
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Sale or Lease of Project. The Borrower will not lease the Qualified Project (except pursuant to leases to residential tenants, leases of the commercial space and leases, licenses and easements to service providers (e.g. laundry, cable and similar services) in the normal course of business), in whole or in part, nor sell, mortgage, assign or otherwise encumber its interests in the Qualified Project, in whole or part, without the prior written consent of the LHC.
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Sale or Lease of Project. Section 8.1 Conveyance of Project
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Sale or Lease of Project. Except for Permitted Transfers, Borrower shall not sell, lease or otherwise transfer any interest in the Project or the Personal Property (or any interest therein), other than (a) the lease of residential Units for a term of one-year or less, or (b) disposition of Personal Property to the extent permitted under Section 7.2 below, without the prior written consent of Lender, which consent may be withheld in Lender’s sole and absolute discretion. (a) Transfers requiring Lender’s prior written consent shall include, without limitation, the following: (i) involuntary transfers and transfers by operation of law; (ii) liens and assignments as security for obligations, whether voluntary or involuntary; and (iii) the issuance, sale, assignment, disposition, encumbering or other transfer of any direct or indirect ownership interest in Borrower, General Partner or Guarantor, whether voluntary or involuntary, by operation of law or otherwise, other than Permitted Transfers. (b) No sale, lease or other transfer shall relieve Borrower from primary liability for its obligations under the Loan Documents or relieve any Guarantor from any liability under any Guaranty, and Borrower shall deliver to Lender all documents reasonably required by Lender to evidence its continuing liability. (c) Notwithstanding anything to the contrary contained herein, the following transactions are hereby deemed to be expressly permitted hereunder and shall, for purposes of the Loan Documents, constitute the “Permitted Transfers”: (i) Issuance of limited partner interests in Borrower as contemplated in the Partnership Agreement; (ii) The transfer by the initial Investor approved by Lender of its ownership interests in Borrower to any other entity which is an Affiliate of the initial Investor or which is controlled directly by the initial Investor; provided that, notwithstanding any such transfer, the initial Investor shall remain primarily obligated to make all Capital Contributions to Borrower in accordance with and subject to the Partnership Agreement; (iii) The removal of any General Partner by the Investor approved by ▇▇▇▇▇▇, pursuant to the terms of the Partnership Agreement, and the concurrent replacement of the removed entity with an Affiliate of the Investor approved by ▇▇▇▇▇▇ (or a designee of Investor approved by ▇▇▇▇▇▇); provided that the prior written consent of Lender shall have first been obtained (which consent may be conditioned upon the satisfaction of any conditions imposed by...
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Sale or Lease of Project. Except as provided in (f) hereof and Section 2.3 of the Deed of Trust, and subject to the further provisions of this Section and Permitted Encumbrances, the Borrower will not lease the Project, in whole or in part, nor sell, mortgage, assign or otherwise encumber its interests in the Project, in whole or part, without the prior written consent of the Issuer and the Sole Bondowner. No lease, sale, assignment or encumbrance will be permitted if the effect thereof (i) would be to adversely affect the exclusion of the interest on the Bonds from gross income for federal income tax purposes or the Project’s eligibility for the Tax Credits, or (ii) would release the Borrower of any of its obligations under this Loan Agreement (except as otherwise provided in (f)). Before any lease (except a lease to residential or commercial tenants in the normal course of business), sale, assignment or encumbrance of the Project, the Borrower shall cause to be delivered to the Trustee an Opinion of Bond Counsel, addressed to the Trustee and in form and substance satisfactory to it, stating in effect that such lease, sale, assignment or encumbrance will not adversely affect the exclusion of interest on the Bonds from gross income for federal income tax purposes. The Borrower shall give at least 60 days’ notice to the Trustee and the Issuer of any such lease, sale, assignment or encumbrance, unless the Trustee and the Issuer waive the 60-day notice in writing. The Limited Partner, however, may transfer its limited partnership interest as provided in Section 7.04(e) without any prior notice or consent.
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Sale or Lease of Project. Project Manager shall have the right to terminate this Agreement should Company elect to sell, assign, convey, or lease all or, substantially all, of the Project.
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Sale or Lease of Project. The Borrower shall not sell, lease or otherwise assign any interest in the Project or any portion thereof, except for residential leases signed in the ordinary course of business.
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Sale or Lease of Project. Subject to the advance written approval of the Bondholders and the Issuer, the Project or any significant part thereof may be sold or leased by the Company subject to the other requirements provided elsewhere in this section, and, upon any such sale, the Trustee may release the Company from its liabilities hereunder. Prior to any such sale or lease the Company shall provide to the Issuer and the Bondholders at its expense an opinion of nationally recognized bond counsel that the proposed sale will not affect the exclusion from gross income for federal income tax purposes of interest on the Bonds. The Bondholders and the Issuer may attach reasonable conditions to the granting of approval of the proposed sale including but not limited to evidence that the proposed purchaser is fiscally responsible. Prior to the execution of any lease associated with the Project (including any initial lease) the form of the lease must be approved by the Original Purchaser. The Original Purchaser will withhold approval of any lease if, in the Original Purchaser's opinion, the lease materially affects the Company's ability to pay the Bond or materially impairs the collateral under the Bond. All leases will (i) be assigned to the Trustee; (ii) be subordinate to the Bond; (iii) contain provisions which require the tenant to make payments under the lease directly to the Trustee upon notification that the Company is in default under any of the Financing Documents; and (iv) prohibit prepayment on the lease without the Trustee's consent.
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Sale or Lease of Project 
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Related to Sale or Lease of Project

  • Lease of Property Landlord, for and in consideration of the covenants and agreements herein contained on the part of Tenant to be paid, kept, observed, and performed, hereby leases to Tenant, and Tenant hereby leases from Landlord for the Term (as hereinafter defined), the Property. Tenant’s use of the Property shall be in compliance with the terms of this Lease.

  • Sale or Lease of Assets Within any period of four consecutive fiscal quarters, the Borrower will not, nor will it permit any Subsidiary to, convey, sell, lease, transfer or otherwise dispose of assets, business or operations with a net book value in excess of 25% of Total Assets as calculated as of the end of the most recent such fiscal quarter.

  • Lease of Premises Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Premises for the Term and upon the terms and conditions hereinafter set forth.

  • Merger, Sale, Conveyance or Lease In case of (a) any share exchange, merger or similar transaction of the Company with or into another person or entity (other than a share exchange, merger or similar transaction in which the Company is the acquiring or surviving corporation) or (b) the sale, exchange, lease, transfer or other disposition of all or substantially all of the properties and assets of the Company as an entirety (in any such case, a “Reorganization Event”), then, as a condition of such Reorganization Event, lawful provisions shall be made, and duly executed documents evidencing the same from the Company’s successor shall be delivered to the holders of the Warrants, so that such successor shall succeed to and be substituted for the Company, and assume all the Company’s obligations under, this Agreement and the Warrants. The Company shall thereupon be relieved of any further obligation hereunder or under the Warrants, and the Company as the predecessor corporation may thereupon or at any time thereafter be dissolved, wound up or liquidated. Such successor or assuming entity thereupon may cause to be signed, and may issue either in its own name or in the name of the Company, any or all of the Warrants issuable hereunder which heretofore shall not have been signed by the Company, and may execute and deliver securities in its own name, in fulfillment of its obligations to deliver Warrant Debt Securities upon exercise of the Warrants. All the Warrants so issued shall in all respects have the same legal rank and benefit under this Agreement as the Warrants theretofore or thereafter issued in accordance with the terms of this Agreement as though all of such Warrants had been issued at the date of the execution hereof. In any case of any such Reorganization Event, such changes in phraseology and form (but not in substance) may be made in the Warrants thereafter to be issued as may be appropriate. The Warrant Agent may receive a written opinion of legal counsel as conclusive evidence that any such Reorganization Event complies with the provisions of this Section 3.4.

  • Release of Property Except as set forth in this Section 2.6, no repayment or prepayment of all or any portion of the Loan shall cause, give rise to a right to require, or otherwise result in, the release of the Lien of the Mortgage on the Property.