Transfer of Ownership Interests definition

Transfer of Ownership Interests means, with respect to any Person, any: (a) direct or indirect sale, assignment, disposition, conveyance, gift, pledge or other transfer, in whole or in part, of any Ownership Interests in such Person or any Parent Companies of such Person; (b) merger, consolidation, reorganization or other restructuring of such Person or any Parent Companies of such Person; or (c) issuance of additional Ownership Interests in such Person or any Parent Companies of such Person that would have the effect of diluting voting rights or beneficial ownership of the Ownership Interests in such Person or any Parent Companies of such Person, in each case whether voluntary, involuntary, by operation or law or otherwise (including as a result of any divorce, bankruptcy or dissolution proceedings, by declaration of or transfer in trust, or under a will or the laws of intestate succession).
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Transfer of Ownership Interests means any: (a) direct or indirect sale, assignment, disposition, conveyance, gift, pledge or other transfer, in whole or in part, of any Ownership Interests in Owner or any Parent Companies of Owner, if any; (b) merger, consolidation, reorganization or other restructuring of Owner or any Parent Companies of Owner, if any; or (c) issuance of additional Ownership Interests in Owner or any Parent Companies of Owner, if any, that would have the effect of diluting voting rights or beneficial ownership of the Ownership Interests in Owner or any Parent Companies of Owner, in each case whether voluntary, involuntary, by operation or law or otherwise (including as a result of any divorce, bankruptcy or dissolution proceedings, by declaration of or transfer in trust, or under a will or the laws of intestate succession.
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Examples of Transfer of Ownership Interests in a sentence

  • The Parties agree that, to the extent necessary, all Assignments (including deemed Assignments) or Transfer of Ownership Interests will be subject to the requirements of the Gaming Authorities, which may include prior approval of such Assignments (including any deemed Assignment) or Transfer of Ownership Interests, and any attempted Assignment (including any attempted deemed Assignment) or Transfer of Ownership Interests in violation of such requirements shall be void and of no force or effect.

  • Except as otherwise expressly permitted in this Article XI, Lease Guarantor may not cause, permit or suffer (x) an Assignment, in whole or in part, directly or indirectly, of any of Lease Guarantor’s right, title and interest in and to (or of any of its obligations under) this Agreement or (y) any Transfer of Ownership Interests in Lease Guarantor, in each case without the prior express written consent of Landlord.

  • Any attempted Assignment (including any attempted deemed Assignment) or Transfer of Ownership Interests in violation of the preceding portion of this Section 11.3.1 shall be void and of no force or effect and shall constitute an Event of Default by Lease Guarantor governed by the terms of Section 16.1.

  • Any Change of Control of Tenant shall be deemed an Assignment for purposes of this Article XI (whether or not the same is deemed an assignment of the Lease pursuant to the provisions thereof) (it being understood that any Transfer of Ownership Interests in Tenant that does not constitute a Change of Control of Tenant shall not be deemed an Assignment).

  • Such right of termination shall be exercisable until the date which is of ninety (90) days after Manager receives written notice of such an Assignment, Transfer of Ownership Interests or Change of Control from Owner.

  • Any Transfer of Ownership Interests in Franchisee or a Control Affiliate that will result in a Transfer of Control of Franchisee or any Control Affiliate (as determined by Franchisor) will be subject to Section 17.2.

  • Owner shall provide prompt written notice to Manager of (a) any Assignment, Transfer of Ownership Interests, Change of Control or Managed Facilities Transfer, in each case both at the time of execution of any definitive agreement with respect thereto and at the time of the consummation of such transaction or (b) receipt of notice of any breach under the Ground Lease or any termination notice delivered under the Ground Lease, in each case including a copy of the relevant notice.

  • Section 11.01 No Assignment by Servicer; No Transfer of Ownership Interests in Servicing Rights.

  • A Termination Fee shall be payable by Owner upon a termination by Manager pursuant to this Section 16.2.1 only if the Assignment, Transfer of Ownership Interests or Change of Control is to a Manager Prohibited Person.

  • For the avoidance of doubt, no Permitted Facility Sublease shall be deemed an Assignment, a Change of Control, a Substantial Transfer, a Transfer of Ownership Interests or a Sublease for purposes of this Agreement.

Related to Transfer of Ownership Interests

  • Transfer of ownership Includes, but is not limited to, the conveyance of a Mortgaged Property, whether legal or equitable, voluntary or involuntary, by any of the following methods:

  • Residual Ownership Interest Any record or beneficial interest in the Class R Certificates.

  • Assignment of Membership Interests means the Assignment of Membership Interests, in substantially the form of Exhibit A attached hereto.

  • Ownership Interests means, with respect to any entity, any ownership interests in the entity and any economic rights (such as a right to distributions, net cash flow or net income) to which the owner of such ownership interests is entitled.

  • Indirect Ownership Interest means an ownership interest in an entity that has an ownership interest in another entity. Indirect ownership interest includes an ownership interest in an entity that has an indirect ownership interest in another entity.