Transfer of Project Clause Samples
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Transfer of Project. (a) When the Feed-in Approval Holder transfers all rights, title and interests in the Project and the Site (including the Access Rights) to the Distribution Licensee (or its nominees) pursuant to section D.2.1 or D.2.2 of this Appendix D, the transfer shall (to the extent practicable) include all of the Feed-in Approval ▇▇▇▇▇▇’s right, title and interest in:
(i) all raw materials, consumables and spare parts;
(ii) all tangible personal property;
(iii) all buildings and fixtures;
(iv) computerised and non-computerised records, reports, data, files and information;
(v) all drawings, test results and operation and maintenance manuals;
(vi) all warranties of equipment, materials and work;
(vii) all contract rights and insurance policies;
(viii) all work in progress under contracts with vendors, suppliers, contractors and subcontractors;
(ix) all rights with respect to any insurance proceeds payable to or for the account of the Feed-in Approval Holder, but unpaid at the date of termination of this Agreement, in respect of the Feed-in Approval ▇▇▇▇▇▇’s right, title and interest in the Project;
(x) all user rights, licences, sub-licences or other rights in respect of all patents, trade marks, registered designs, design rights, applications for any of the foregoing, copyrights, trade or business names, inventions, processes, know-how and other industrial property rights purported to be used or required by or in respect of the Renewable Energy Installation; and
(xi) for the avoidance of doubt, the Renewable Energy Installation, the Interconnection Facilities, all plant, equipment and machinery including all power generation and transmission plant, equipment and machinery.
(b) The Feed-in Approval Holder shall sign all assignments, agreements, licences, sub- licences and other documents in a form required by the Distribution Licensee and procure relevant third parties to sign such documents so as to transfer all rights, title and interest in the Project to the Distribution Licensee (or its nominees) free of encumbrances and the Feed-in Approval Holder shall take all reasonable steps and actions considered by the Distribution Licensee to be necessary or desirable to procure that these rights, title and interest in the Project are transferred to the Distribution Licensee (or its nominees) free of encumbrances.
(c) Not later than the Financial Closing Date for the Initial Financing Documents, the Feed-in Approval Holder shall provide to the Distribution Licensee a hard...
Transfer of Project. Property Owner shall be entitled to transfer any portion or all of the Real Property to a purchaser(s), subject to the following exceptions:
Transfer of Project. Borrower shall not, without in each case obtaining Lender's prior written consent, (a) except for Approved Leases, sell or transfer, or further encumber, whether voluntarily, involuntarily or by operation of law, or contract to sell or transfer, the Project or any part thereof, directly or indirectly, including, but not limited to, by deed, installment sale, long-term lease or assignment of lease, or (b) sell or transfer or permit any Person to sell or transfer, whether voluntarily, involuntarily or by operation of law, directly or indirectly, any ownership interest in Borrower, provided that there may be transfers of limited partner interests in Borrower and Fairport Associates, L.P. so long as Cedar Operating Partnership (i) remains the owner, directly or indirectly, of at least 1% of the ownership interests in Borrower and (ii) controls the management of Borrower. Any consent given by Lender hereunder shall pertain only to the proposed transfer for which the consent was requested and shall not obligate Lender to approve any further transfers or relieve any Person of liability to pay thereon.
Transfer of Project. 26.3.1 The Operator shall provide to the Authority, 6 (six) months prior to the Transfer Date in the event of Termination, or completion by efflux of time or exit, as the case maybe and immediately in the event of either Party conveying to the other Party its intent to issue a Termination Notice, as the case may be, as much information and advice as is reasonably practicable regarding the proposed arrangements for operation of the Project following the Transfer Date. The Operator shall further provide such reasonable advice and assistance to the Authority, its Operator or agent as may be reasonably required for operation of the Project until the expiry of 6 (six) months after the Transfer Date.
26.3.2 Upon Completion of the agreement period by efflux of time or way of exercise of option to exit by the Operator or termination, the permanent structures created by the Operator, shall vest with the Authority and the Operator shall have no right on any such permanent / immovable structures as so created/ constructed by him. Moreover, at the time of handing over/ transfer of the Project Facility after the completion of the agreement period by efflux of time / exercise of exit option/ termination, the Operator shall ensure that the assets are handed over back to the Authority as per the Inventory List in the good condition.
26.3.3 Upon termination of the agreement – either by Operator’s default or Authority’s default, the permanent structures created by the Operator, shall vest with the Authority and the Operator shall have no right on any such permanent / immovable structures as so created/ constructed by him. Moreover, at the time of handing over after termination, all the assets and inventory which were handed over to the operator at the time of start of the project on Effective date, shall be returned by the Operator in good condition to the Authority.
Transfer of Project. The Company may transfer this Agreement, or property to which this Agreement relates, if it obtains the prior approval, or subsequent ratification, of the County, which approval or ratification will not unreasonably be withheld. The County's prior approval or subsequent ratification may be evidenced by any one of the following, in the absolute and sole discretion of the County providing the approval or ratification: (i) a resolution passed by the County Council; or (ii) an ordinance passed by the County Council following three readings and a public hearing. That approval is not required in connection with financing-related transfers.
Transfer of Project. Borrower shall sell, lease, convey, assign, pledge, encumber or transfer all or any portion of that part of the Project owned by it or any interest therein, voluntarily or involuntarily, whether by operation of law or otherwise, except (a) sales and transfers of items of personalty which have become obsolete or worn beyond practical use and which have been replaced by adequate substitutes, owned by Borrower having a value equal to or greater than the replaced items when new; and (b) the grant, in the ordinary course of business, of a leasehold interest in a part of the improvements to a tenant for occupancy, not containing a right or option to purchase and not in contravention of any provision of the Deed of Trust or other Loan Document; and (c) Permitted Liens.
Transfer of Project. 27 6.7. BORROWER INDEBTEDNESS...................................................................................27 6.8. LEASES..................................................................................................28 6.9. MANAGEMENT AGREEMENTS...................................................................................29 6.10. PROPERTY, LIABILITY AND OTHER INSURANCE.................................................................29 6.11. APPRAISALS..............................................................................................30
Transfer of Project. Property1 The Grantee agrees that FRA may8 1! re)"ire the Grantee to transfer title to any property, e)"ipment, or s"pplies financed +ith FRA assistance made available by this Agreement, as permitted by /7 €.F.R. T 14.&((g! or /7 €.F.R. TT 17.&5 thro"gh 17.&< incl"sive, +hichever may be applicable. (! direct the disposition of property or e)"ipment financed +ith FRA assistance made available "nder this Agreement, as set forth by /7 €.F.R. TT 14.&1 and 14.&( or /7 €.F.R. TT 17.&5 thro"gh 17.&< incl"sive, +hichever may be applicable.
Transfer of Project. 14.1. The transfer of a Project to another Administering Organisation will be considered only in exceptional circumstances.
14.2. All Project transfer requests are considered on their merits. Scenarios for Project transfer requests can include, but are not limited to:
(a) a substantial change in the relevant research environment at the Administering Organisation, such as disbandment of a research team, abolition of a department, or necessary facilities being inoperable for long periods; and
(b) compassionate grounds, such as family circumstances or carer responsibilities.
14.3. If, at any time during the Project Activity Period, the Administering Organisation becomes aware that a Project is to be transferred to another Eligible Organisation (‘the recipient Eligible Organisation’), the Administering Organisation must notify the ARC as soon as possible.
14.4. The notification to the ARC, as set out in clause 14.3, must include evidence that:
(a) all Participating Organisations, including the recipient Eligible Organisation if it is not a Participating Organisation, agree to the transfer;
(b) the recipient Eligible Organisation agrees to provide support (including financial support and facilities of commensurate quality) equivalent to or greater than that which is being provided by the Administering Organisation and which meets the requirements of this Agreement and the Grant Guidelines;
(c) the eligibility and accountability requirements set out in the Grant Guidelines and the terms and conditions of this Agreement will be met;
(d) the research already undertaken will not be put at risk as a result of the proposed transfer;
(e) the transfer will further enhance the research; and
(f) Project Personnel and the administration of the Funding will not be adversely affected by the proposed transfer.
14.5. The ARC will have regard to the circumstances surrounding the proposed transfer and may approve the transfer subject to any conditions the ARC considers appropriate.
14.6. If the transfer is approved by the ARC, unspent Funds and indicative Funding for the Project and any Assets as set out in clause 21.4 will be provided to the recipient Eligible Organisation, subject to clause 14.7 below.
14.7. If the transfer of Funding and any Assets is approved by the ARC:
(a) the Administering Organisation must:
i. agree to any variation or termination (as applicable) of this Agreement proposed by the ARC to give effect to the changed Funding arrangements;
ii. provide to the...
Transfer of Project. The Promoter shall have right to transfer the project to any third party /entity subjected to due compliance of the conditions as laid down under ▇▇▇▇▇▇▇ ▇▇ ▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇.