Common use of Transfers of Interests in Borrower Clause in Contracts

Transfers of Interests in Borrower. For estate-planning purposes only, Borrower, or any partner, member or shareholder of Borrower shall be permitted to make a Transfer of any direct or indirect interest in Borrower (other than a general partnership interest in Borrower if Borrower is a partnership, or a Managing Member or Manager interest in Borrower, if Borrower is a limited liability company) to or for the benefit of a spouse or lineal descendant (including by adoption), up to an aggregate of 49% of the total interests of Borrower, without the prior consent of Lender, provided that any such Transfer does not change the direct or indirect control or management of Borrower. Copies of any and all documents evidencing any such Transfer must be provided to Lender within fifteen (15) days after the occurrence of said Transfer including, without limitation, a statement detailing the Transfer and a listing of reallocations and percentages of ownership interest in Borrower. Other than for estate-planning purposes as outlined above, no direct or indirect managing or controlling interest, nor any other interest representing (directly or indirectly) a more than ten percent (10%) interest in the Borrower or the Project, may be Transferred (including without limitation any Transfer resulting from death of any natural person holding any direct or indirect interest in Borrower or the Project) without the prior written consent of Lender (which Lender may withhold at its sole discretion); and the occurrence of such an event will constitute an Event of Default under the Loan Documents. Without limiting the generality of the foregoing any Transfers that would result in there being any co-borrowers, other than or in addition to Borrower, shall be strictly prohibited. Loan Agreement

Transfers of Interests in Borrower. For estate-planning purposes only, Borrower, or any partner, member or shareholder of Borrower shall be permitted to make a Transfer of any direct or indirect interest in Borrower (other than a general partnership interest in Borrower if Borrower is a partnership, or a Managing Member or Manager interest in Borrower, if Borrower is a limited liability company) to or for the benefit of a spouse or lineal descendant (including by adoption), up to an aggregate of 49% of the total interests of Borrower, without the prior consent of Lender, provided that any such Transfer does not change the direct or indirect control or management of Borrower. Copies of any and all documents evidencing any such Transfer must be provided to Lender within fifteen (15) days after the occurrence of said Transfer including, without limitation, a statement detailing the Transfer and a listing of reallocations and percentages of ownership interest in Borrower. Other than for estate-planning purposes as outlined above, no direct or indirect managing or controlling interest, nor any other interest representing (directly or indirectly) a more than ten percent (10%) interest in the Borrower or the Project, may be Transferred (including without limitation any Transfer resulting from death of any natural person holding any direct or indirect interest in Borrower or the Project) without the prior written consent of Lender (which Lender may withhold at its sole discretion); and the occurrence of such an event will constitute an Event of Default under the Loan Documents. Without limiting the generality of the foregoing any Transfers that would result in there being any co-borrowers, other than or in addition to Borrower, shall be strictly prohibited. Loan AgreementNotwithstanding the foregoing, nothing contained herein shall prohibit the sale, conveyance, transfer or assignment of any publicly or privately traded shares of Indemnitor as long as such sale, conveyance, transfer or assignment does not change the management or control of Indemnitor or such transaction does not involve one person or one entity acquiring over 25% control or ownership of such outstanding shares.