Scheduled Dispositions Clause Samples

Scheduled Dispositions. The Borrower will sell its interest in the Ohio Sun Unit 18K Well in Matagorda County, TX to Premier Natural Resources
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Scheduled Dispositions. Disposition of inventory in connection with the elimination of the historical packaway strategy and closure of certain stores under project Alpha.
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Scheduled Dispositions. Disposition of inventory in connection with the elimination of the historical packaway strategy and closure of certain stores under project Alpha. Intercompany note by and between payor DG Ardmore, LLC and payee DC Financial, LLC in the original amount of $46,163,666, and total amount outstanding of $26,503,778 at February 3, 2012
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Scheduled Dispositions. The sale of the shares of Zuji Pte. Limited (Singapore), Zuji Properties A.V.V (Aruba), Zuji Limited (Hong Kong), Zuji Pty Ltd. (Australia), Zuji Travel PTE Ltd. (Singapore) and Webtour Inc. to Webjet International and Webjet Limited pursuant to that certain Share Sale Agreement dated December 11, 2012. 1. Arrangements in connection with Sabre Travel Network Middle East (“STNME”) whereby the following transactions occur: a. The Borrower charges Gulf Air (the Borrower’s joint venture partner in STNME) a contractual rate for its airline booking in the Middle East region and charges STNME a management charge and Gulf Air receives approximately 40% of the adjusted results of STNME; i. Included in the adjusted results of STNME are booking fee revenues less the 10% markup paid to STNME; data processing expenses, and marketing fee expenses; b. The Borrower pays a 10% ▇▇▇▇-up on the marketing and distribution fees to STNME; c. The Borrower provides STNME with its Managing Director, the costs of which are met by STNME; d. The Borrower provides access to its SAP and human resource tools to STMNE; e. The Borrower provides accounts payable processing and general ledger posting services to STNME; and f. STNME has, with the Borrower’s consent, granted distribution rights in the UAE to Emquest, a business owned by Emirates Airlines. Any restrictions arising under: 1. The Unlimited Guarantee by Sabre Holdings Corporation to The Royal Bank of Scotland Plc dated March 30, 2006. 2. The Indenture, dated as of August 3, 2001, with SunTrust Bank, as trustee, as modified by the first supplemental indenture, dated as of August 7, 2001, and the second supplemental indenture, dated as of March 31, 2006, with SunTrust Bank, as trustee. 3. The Indenture, dated as of May 9, 2012, with ▇▇▇▇▇ Fargo Bank, National Association, as trustee, as modified by the first supplemental indenture, dated as of December 31, 2012, with ▇▇▇▇▇ Fargo Bank, National Association, as trustee. Administrative Agent and Swing Line Lender ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Agency Management Bank of America, N.A. ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ Mail Code: TX1-492-14-11 ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ T: (▇▇▇) ▇▇▇-▇▇▇▇ F: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Letters of Credit Mane’ ▇. ▇▇▇▇▇▇▇▇ Officer - Trade Operations Bank of America, N.A. ▇▇▇▇ ▇. ▇▇▇▇▇▇ St. Mail Code: CA9-705-07-05 ▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇-▇▇▇▇ T: (▇▇▇) ▇▇▇-▇▇▇▇ F: (▇▇▇) ▇▇▇-▇▇▇▇ Email: ▇▇▇▇.▇.▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ ▇▇▇▇▇▇▇▇▇ (▇▇▇) Rozing Vice President Standby Letter of Credit Un...
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Scheduled Dispositions. The sale of the shares of Zuji Pte. Limited (Singapore), Zuji Properties A.V.V (Aruba), Zuji Limited (Hong Kong), Zuji Pty Ltd. (Australia), Zuji Travel PTE Ltd. (Singapore) and Webtour Inc. to Webjet International and Webjet Limited pursuant to that certain Share Sale Agreement dated December 11, 2012. 1. Arrangements in connection with Sabre Travel Network Middle East (“STNME”) whereby the following transactions occur:
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Scheduled Dispositions. The Share Purchase Agreement, executed as of April 27, 2012 (the “EP Egypt Purchase Agreement”), by and among EP Energy L.L.C. (f/k/a EP Energy Corporation and t/b/n EP Energy Global LLC) and El Paso Preferred Holdings Company (t/b/n EP Energy Preferred Holdings Company, L.L.C.) (collectively, and to the extent applicable, Everest Acquisition LLC (t/b/n EP Energy LLC), “Seller”) and TransGlobe Petroleum International Inc. (“Buyer”). Buyer will acquire, on the expected closing date of May 31, 2012, all of the issued and outstanding shares of El Paso E&P S. Alamein Cayman Company and its subsidiaries. The acquired entities own interests in two concessions along the northern coast of Egypt in the Western Desert: the South Mariut concession, in which El Paso owns a 60% operated working interest, and the South Alamein concession, in which El Paso owns a non-operated 50% working interest. The South Mariut concession consists of approximately 495,000 net acres. RWE is El Paso’s partner, holding a 40% working interest. The South Alamein concession consists of roughly 178,000 net acres. TransGlobe acquired CEPSA’s 50% operated working interest in 2011 and will be the operator of record pending Egyptian government approval, which is expected sometime over the next month. Under the terms of the share purchase agreement with Buyer, Buyer would inherit all obligations, including drilling, in-country employee liabilities and the office lease.
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Related to Scheduled Dispositions

  • Permitted Dispositions (a) Owner may elect to sell or transfer the Hotel (in whole, but not in part), or to permit the transfer of a Controlling Interest, to another Person provided that: (i) such Person is not a Prohibited Party (defined below), and (ii) such Person shall agree, in the case of any sale or transfer of the Hotel, to be bound by the terms of this Agreement and the other Hyatt Agreements (including the Technical Services Agreement (if still in effect) and to assume all of Owner’s obligations hereunder and thereunder (accrued and unaccrued) by way of an assumption agreement reasonably acceptable to Hyatt, to be executed concurrently with the sale or transfer of the Hotel. (b) At least 30 calendar days in advance of the closing of any sale or transfer permitted under (a) above, Owner shall provide written notice to Hyatt, and shall promptly furnish all information reasonably requested by Hyatt to confirm that any prospective buyer or transferee is not a Prohibited Party. (c) In the case of any assignment of this Agreement and the other Hyatt Agreements, upon satisfaction of the conditions set forth in sub-sections (a)(i), (a)(ii) and (b) above, Owner shall be relieved of any liability or obligation hereunder arising after the date of such assignment. (d) If such sale pursuant to subsection (a) above is a transfer of a Controlling Interest, the transferee shall execute and deliver to Hyatt as a condition to such transfer an acknowledgement of all terms and conditions of this Agreement and that this Agreement shall continue to be binding upon Owner on and following the date of such transfer. (e) Owner may elect to effect a transfer of an Ownership Interest that does not constitute a Controlling Interest (as a transfer of a Controlling Interest is governed by the above provisions in this Section 12.2) to another Person, subject to this Agreement and provided that: (i) such transferee is not a Person or Persons (A) who do not have sufficient financial capacity (along with the other Persons having Ownership Interests) to perform the obligations of Owner under this Agreement, (B) who are controlled by or associated with organized crime, (C) who have been convicted of a serious crime such that the Person’s affiliation with the Hotel would materially and adversely impact the reputation of the Hotel, Hyatt and/or is Affiliates, (D) who is a Restricted Person, or (E) who would be considered by regulators in the gaming industry to be unsuitable business associates of Hyatt or its Affiliates or whose affiliation with the Hotel would in any way jeopardize the Hotel’s licenses; (ii) at least 30 calendar days in advance of any such transfer permitted under this subsection (e), Owner shall provide written notice to Hyatt, and shall promptly furnish all information reasonably requested by Hyatt to confirm that any prospective transferee is not a party prohibited by this subsection (e); and (iii) if such transferee is a Brand Owner or an investor in a Brand Owner, Owner shall institute and maintain appropriate confidentiality measures and controls reasonably designed to prevent such transferee and/or those individuals actively involved in the operations, management, marketing and strategic planning of the Person engaged, directly or indirectly, in the issuance of licenses, issuance of franchises or owning or controlling of a Brand Owner from obtaining any confidential or proprietary information of Hyatt and any other information deemed to be confidential pursuant to the Agreement. (f) In the case of any Ground Lease relating to the Hotel, whether to or from an Affiliate of the then Owner or any owner (direct or indirect) of Owner or otherwise, (i) the lessee shall become the “Owner” hereunder and shall assume all of the liabilities and obligations of Owner herein set forth; (ii) the lessor shall execute a Lessor Non-Disturbance Agreement as described in Section 13.3, and (iii) if the lessee is an Affiliate of Owner, the lessor shall not be relieved of any liabilities or obligations of Owner hereunder. (g) The use and presentation of Hyatt Trademarks (including as the same may appear in photographs of the Hotel) in any offering memorandum, prospectus or other similar distribution, as well as information relating to the terms and conditions of the Hyatt Agreements, shall be subject to Hyatt’s prior written approval. (h) Except as set forth above, Owner shall not transfer the Hotel or its Controlling Interest or assign its rights and obligations under this Agreement.

  • Discontinued Disposition By its acquisition of Registrable Securities, each Holder agrees that, upon receipt of a notice from the Company of the occurrence of any event of the kind described in Section 3(d)(iii) through (vi), such Holder will forthwith discontinue disposition of such Registrable Securities under a Registration Statement until it is advised in writing (the “Advice”) by the Company that the use of the applicable Prospectus (as it may have been supplemented or amended) may be resumed. The Company will use its best efforts to ensure that the use of the Prospectus may be resumed as promptly as is practicable. The Company agrees and acknowledges that any periods during which the Holder is required to discontinue the disposition of the Registrable Securities hereunder shall be subject to the provisions of Section 2(d).

  • Data Disposition When the contracted work has been completed or when the Data is no longer needed, except as noted above in Section 5.b, Data shall be returned to DSHS or destroyed. Media on which Data may be stored and associated acceptable methods of destruction are as follows: Data stored on: Will be destroyed by:

  • Notice of Intended Disposition In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.

  • No Dispositions Except for the transfer of assets in the ordinary course of business consistent with prior practice, no party shall sell, lease, encumber or otherwise dispose of, or agree to sell, lease, encumber or otherwise dispose of, any of its assets, which are material, individually or in the aggregate, to such party.