Single Asset Entities Clause Samples

The Single Asset Entities clause defines and restricts an entity’s activities to owning, operating, or managing a single specified asset, such as a particular property or project. In practice, this means the entity cannot acquire or hold interests in other assets or engage in unrelated business activities, ensuring its operations and liabilities are isolated to the designated asset. This structure is commonly used in real estate and project finance to protect investors and lenders by limiting risk exposure and simplifying asset management.
Single Asset Entities. Except as set forth on Schedule 7.1.(cc), each Subsidiary that owns a Borrowing Base Property (i) owns no other assets (including any Equity Interest in any Person) other than such Borrowing Base Property and other assets incidental to such Subsidiary's ownership of the Borrowing Base Property and (ii) is engaged only in the business of owning, operating and developing such one Borrowing Base Property.
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Single Asset Entities. Except as set forth on Schedule 7.1.(cc), the Borrower shall not permit any Subsidiary that owns a Borrowing Base Property to (a) acquire any assets (including Equity Interests in a Person) other than such Borrowing Base Property and other assets incidental to such Subsidiary's ownership of the Borrowing Base Property, or (b) engage in any other business other than the business of owning, operating and developing the one Borrowing Base Property. The Borrower shall not, and shall not permit any Subsidiary to, sell, transfer, assign or otherwise dispose of any Equity Interest in any Subsidiary that owns a Borrowing Base Property to any Person other than the Borrower or a Wholly Owned Subsidiary of the Borrower.
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Single Asset Entities. The Parent and Borrower shall not permit any Loan Party that owns a Collateral Property to (a) acquire any assets (including Equity Interests in a Person) other than such Collateral Property and other assets incidental to such Loan Party's ownership of the Collateral Property, or (b) engage in any other business other than the business of owning, operating and developing the one Collateral Property. The Parent and Borrower shall not, and shall not permit any Loan Party to, sell, transfer, assign or otherwise dispose of any Equity Interest in any Loan Party that owns a Collateral Property to any Person other than the Borrower or a Wholly Owned Subsidiary of the Borrower.
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Single Asset Entities. No Borrower: (i) holds, directly or indirectly, any ownership interest (legal or equitable) in any real or personal property other than the interest which it owns in its Property and the Improvements thereon and certain equipment used in the operation of such Improvements; (ii) is a shareholder or partner or member of any other entity; and (iii) conducts any business other than the ownership, management and operation of its Property and the Improvements thereon.
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Single Asset Entities. Except as set forth on Schedule 7.1.(s), the Borrower shall not permit any Subsidiary that owns a Collateral Property to (a) acquire any assets (including Equity Interests in a Person) other than such Collateral Property and other assets incidental to such Subsidiary's ownership of the Collateral Property, or (b) engage in any other business other than the business of owning, operating and developing the one Collateral Property. The Borrower shall not, and shall not permit any Subsidiary to, sell, transfer, assign or otherwise dispose of any Equity Interest in any Subsidiary that owns a Collateral Property to any Person other than the Borrower or a Wholly Owned Subsidiary of the Borrower.
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Single Asset Entities. 4.17.1. Borrower: (i) does not hold, directly or indirectly, any ownership interest (legal or equitable) in any real or personal property other than the interest which it owns in the Project, any personal property used in connection therewith, any Leases thereof and any contract rights with respect thereto; (ii) is not a shareholder or partner or member of any other entity; and (iii) does not conduct any business other than the ownership, management and operation of the Property. 4.17.2. AHC: (i) does not hold, directly or indirectly, any ownership interest (legal or equitable) in any real or personal property other than the interest which it owns in the AHC Properties, the Improvements thereto, any personal property used in connection therewith, any Leases thereof and any contract rights with respect thereto; (ii) is not a shareholder or partner or member of any other entity; (iii) does not conduct any business other than the ownership, management and operation of the AHC Properties; and (iv) does not have any employees.
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Single Asset Entities. Except as set forth on Schedule 7.1.(s), each Subsidiary that owns a Collateral Property (i) owns no other assets (including any Equity Interest in any Person) other than such Collateral Property and other assets incidental to such Subsidiary's ownership of the Collateral Property and (ii) is engaged only in the business of owning, operating and developing such one Collateral Property.
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Single Asset Entities. 54 Article IX. Information...................................................54
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Related to Single Asset Entities

  • Company Subsidiaries; Equity Interests (a) The Company Disclosure Letter lists each Company Subsidiary and its jurisdiction of organization. Except as specified in the Company Disclosure Letter, all the outstanding shares of capital stock or equity investments of each Company Subsidiary have been validly issued and are fully paid and nonassessable and are as of the date of this Agreement owned by the Company, by another Company Subsidiary or by the Company and another Company Subsidiary, free and clear of all Liens. (b) Except for its interests in the Company Subsidiaries, the Company does not as of the date of this Agreement own, directly or indirectly, any capital stock, membership interest, partnership interest, joint venture interest or other equity interest in any person.

  • After Acquired Real Property Upon the acquisition by it or any of its Subsidiaries after the date hereof of any interest (whether fee or leasehold) in any real property (wherever located) (each such interest being a “New Facility”) with a Current Value (as defined below) in excess of $500,000 in the case of a fee interest immediately so notify the Collateral Agent, setting forth with specificity a description of the interest acquired, the location of the real property, any structures or improvements thereon and either an appraisal or such Loan Party’s good-faith estimate of the current value of such real property (for purposes of this Section, the “Current Value”). The Collateral Agent shall notify such Loan Party whether it intends to require a Mortgage (and any other Real Property Deliverables or landlord’s waiver (pursuant to Section 7.01(l) hereof) with respect to such New Facility. Upon receipt of such notice requesting a Mortgage (and any other Real Property Deliverables) or landlord’s waiver, the Person that has acquired such New Facility shall promptly furnish the same to the Collateral Agent. The Borrower shall pay all fees and expenses, including, without limitation, reasonable attorneys’ fees and expenses, and all title insurance charges and premiums, in connection with each Loan Party’s obligations under this Section 7.01(m).

  • Portfolio Transactions The Manager is authorized to select the brokers or dealers that will execute the purchases and sales of portfolio securities for the Portfolio and is directed to use its best efforts to obtain the best available prices and most favorable executions, except as prescribed herein. It is understood that the Manager will not be deemed to have acted unlawfully, or to have breached a fiduciary duty to the Fund or to the Portfolio, or be in breach of any obligation owing to the Fund or to the Portfolio under this Agreement, or otherwise, solely by reason of its having caused the Portfolio to pay a member of a securities exchange, a broker, or a dealer a commission for effecting a securities transaction for the Portfolio in excess of the amount of commission another member of an exchange, broker, or dealer would have charged if the Manager determines in good faith that the commission paid was reasonable in relation to the brokerage or research services provided by such member, broker, or dealer, viewed in terms of that particular transaction or the Manager’s overall responsibilities with respect to its accounts, including the Fund, as to which it exercises investment discretion. The Manager will promptly communicate to the officers and directors of the Fund such information relating to transactions for the Portfolio as they may reasonably request.

  • Business Assets The Company Assets comprise all of the property and assets of the Business, and none of the Vendor or the Significant Shareholders nor any other person, firm or corporation owns any assets used by the Company in operating the Business, whether under a lease, rental agreement or other arrangement;

  • Future Subsidiaries If any Grantor hereafter creates or acquires any Subsidiary, simultaneously with the creation or acquisition of such Subsidiary, such Grantor shall (i) if such Subsidiary is a Domestic Subsidiary, cause such Subsidiary to become a party to this Agreement as an additional “Grantor” hereunder, (ii) deliver to the Collateral Agent updated Schedules to this Agreement, as appropriate (including, without limitation, an updated Schedule IV to reflect the grant by such Grantor of a Lien on all Pledged Equity now or hereafter owned by such Grantor), (iii) if such Subsidiary is a Domestic Subsidiary, cause such Subsidiary to duly execute and deliver a guaranty of the Obligations in favor of the Collateral Agent in form and substance acceptable to the Collateral Agent, (iv) deliver to the Collateral Agent the stock certificates representing all of the Capital Stock of such Subsidiary, along with undated stock powers for each such certificates, executed in blank (or, if any such shares of Capital Stock are uncertificated, confirmation and evidence reasonably satisfactory to the Collateral Agent that the security interest in such uncertificated securities has been transferred to and perfected by the Collateral Agent, in accordance with Sections 8-313, 8-321 and 9-115 of the Code or any other similar or local or foreign law that may be applicable), and (v) duly execute and/or cause to be delivered to the Collateral Agent, in form and substance acceptable to the Collateral Agent, such opinions of counsel and other documents as the Collateral Agent shall request with respect thereto; provided, however, that no Grantor shall be required to pledge any Excluded Collateral. Each Grantor hereby authorizes the Collateral Agent to attach such updated Schedules to this Agreement and agrees that all Pledged Equity listed on any updated Schedule delivered to the Collateral Agent shall for all purposes hereunder be considered Collateral. The Grantors agree that the pledge of the shares of Capital Stock acquired by a Grantor of Foreign Subsidiary may be supplemented by one or more separate pledge agreements, deeds of pledge, share charges, or other similar agreements or instruments, executed and delivered by the relevant Grantor in favor of the Collateral Agent, which pledge agreements will provide for the pledge of such shares of Capital Stock in accordance with the laws of the applicable foreign jurisdiction. With respect to such shares of Capital Stock, the Collateral Agent may, at any time and from time to time, in its sole discretion, take actions in such foreign jurisdictions that will result in the perfection of the Lien created in such shares of Capital Stock.