Agreement with Transferees Sample Clauses

Agreement with Transferees. In the event that, pursuant to the provisions of this Section 6 and with any required prior written consent of the Manager, any Member (a "Transferor") shall Transfer its Membership Interest to any person or entity (a "Transferee"), no such Transfer shall be made or shall be effective to make such Transferee a Member or entitle such Transferee to any benefits or rights hereunder until the proposed Transferee agrees in writing to (i) assume and be bound by all of the terms and provisions of this Agreement and all of the obligations of the Transferor, and (ii) be subject to all the restrictions to which the Transferor is subject under the terms of this Agreement and any further agreements with respect to the Facility or as contemplated by this Agreement to which the Transferor is then subject or is then required to be a party.
Sample 1Sample 2
AutoNDA by SimpleDocs
Agreement with Transferees. The Landlord may enter into an agreement with every subtenant or licensee to whom the Landlord has consented (a “Consent Subtenant”), as the case may be, in which the Landlord agrees that if this Lease is terminated prior to the end of the Term:
Sample 1
Agreement with Transferees. No transfer by a Member of its Interest to a person other than a Member shall be effective to make such transferee a Member or entitle such transferee to any of the benefits or rights hereunder until such transferee agrees in writing (i) to assume and be bound by all of the terms and provisions of this Agreement and all of the obligations of the transferring Member hereunder, and (ii) to be subject to all of the restrictions to which the transferring Member is subject under the terms of this Agreement and any further agreements with respect to the Company and its business. No permitted transfer of an Interest to a person other than a Member hereunder shall be effective until the Company shall have received and have accepted the written agreement of the third-party transferee required by this Section 9.4, with the Company's acceptance of such transferee's agreement to be no later than the fifth day of the calendar month next following the month during which such transferee's agreement was received. A transferee of a Member's Interest shall be entitled to receive from the Company distributions of cash and other Company property, and allocations of Net Profit and Loss with respect to such Member's Interest, only after the effective date of such transfer.
Sample 1
Agreement with Transferees. No transfer by a Partner of its Interest to any Person other than a Partner shall be effective to make such transferee a Partner or entitle such transferee to any of the benefits or rights hereunder until such transferee agrees in writing (i) to assume and be bound by all of the terms and provisions of this Agreement and all of the obligations of the transferring Partner hereunder, and (ii) to be subject to all of the restrictions to which the transferring Partner is subject under the terms of this Agreement and any further agreements with respect to the Partnership and its business. No permitted transfer of an Interest to one other than a Partner hereunder shall be effective until the Partnership shall have received and have accepted the written agreement of the third-party transferee required by this Section 11.3, with the Partnership’s acceptance of such transferee’s agreement to be no later than 30 days after such transferee’s agreement was received. A transferee of a Partner’s Interest shall be entitled to receive from the Partnership distributions of Available Cash and other Partnership property, and allocations of Profit and Loss with respect to such Partner’s Interest, only after the effective date of such transfer.
Sample 1
Agreement with Transferees. In the event that, pursuant to the provisions of this Section 7, without regard as to whether any prior written consent of the majority of the non-transferring Members as set forth in Section 7.1. is required, any Member (as "Transferor") shall Transfer any Membership Interests to any Person (a "Transferee"), no such Transfer shall be made or shall be effective to make such Transferee a Member or entitle such Transferee to any benefits or rights hereunder until the proposed Transferee agrees in writing to (i) assume and be bound by all of the terms and provisions of this Agreement and all of the obligations of the transferring Member, and (ii) be subject to all the restrictions to which the transferring Member is subject under the terms of this Agreement and any further agreements with respect to the Company property or as contemplated by this Agreement to which the Transferor is then subject or is then required to be a party. 7.4.
Sample 1
Agreement with Transferees. No Transfer by a member shall be made or shall be effective to make the transferee of such Member’s interest a Member hereunder or entitle such transferee to any benefits or rights hereunder until the proposed transferee agrees in writing to (i) assume and be bound by all of the terms and provisions of this Agreement and all of the obligations of the transferring Member, and (ii) be subject to all the restrictions to which the transferring Member is subject under the terms of this Agreement and any further agreements with respect to the Company property or as contemplated by this Agreement to which the transferring Member is then subject or is then required to be a party.
Sample 1

Related to Agreement with Transferees

  • Agreement to Transfer The Transferor hereby agrees to Transfer to the Transferee, pursuant and subject to the terms and conditions set forth in the Agreement and the BCA Approval Order, the Commitment Percentage set forth beneath its signature in the signature page hereto (and Schedule 1 to the Agreement shall be deemed to have been revised in accordance with the Agreement).

  • Right to Make Agreement Each party warrants, with respect to itself, that neither the execution of this Agreement, nor the consummation of any transaction contemplated hereby, shall violate any provision of any law, or any judgment, writ, injunction, order or decree of any court or governmental authority having jurisdiction over it; nor result in or constitute a breach or default under any indenture, contract, other commitment or restriction to which it is a party or by which it is bound; nor require any consent, vote or approval which has not been given or taken, or at the time of the transaction involved shall not have been given or taken. Each party covenants that it has and will continue to have throughout the term of this Agreement and any extensions thereof, the full right to enter into this Agreement and perform its obligations hereunder.

  • Transfer of Rights and Obligations 12.1 Lender has the right to transfer all or part of the right in this contract to a third party, the transferring actions do not need to acquire the consent of the borrower. If without the consent of the lender in writing, the borrower cannot transfer any right and obligations in this contract to a third party.

  • Third Party Standstill Agreements During the period from the date of this Agreement through the Effective Time, the Company shall not terminate, amend, modify or waive any provision of any confidentiality or standstill agreement to which the Company or any of its Subsidiaries is a party (other than any involving Parent). During such period, the Company agrees to enforce, to the fullest extent permitted under applicable law, the provisions of any such agreements, including, but not limited to, obtaining injunctions to prevent any breaches of such agreements and to enforce specifically the terms and provisions thereof in any court of the United States or any state thereof having jurisdiction.

  • Assignment of Rights and Obligations (a) Without Owners’ prior written consent, Managing Agent shall not sell, transfer, assign or otherwise dispose of or mortgage, hypothecate or otherwise encumber or permit or suffer any encumbrance of all or any part of its rights and obligations hereunder, and any transfer, encumbrance or other disposition of an interest herein made or attempted in violation of this paragraph shall be void and ineffective, and shall not be binding upon Owners. Notwithstanding the foregoing, Managing Agent may assign its rights and delegate its obligations under this Agreement to any subsidiary of Parent so long as such subsidiary is then and remains Controlled by Parent.

  • Agreement of Rights Holders Every holder of a Right by accepting the same consents and agrees with the Company and the Rights Agent and with every other holder of a Right that:

  • Agreement with Respect to Certain Existing Agreements (a) Subject to the provisions of Section 4.8(b), with respect to agreements existing as of Bank Closing which provide for the rendering of services by or to the Failed Bank, within thirty (30) days after Bank Closing, the Assuming Bank shall give the Receiver written notice specifying whether it elects to assume or not to assume each such agreement. Except as may be otherwise provided in this Article IV, the Assuming Bank agrees to comply with the terms of each such agreement for a period commencing on the day after Bank Closing and ending on: (i) in the case of an agreement that provides for the rendering of services by the Failed Bank, the date which is ninety (90) days after Bank Closing, and (ii) in the case of an agreement that provides for the rendering of services to the Failed Bank, the date which is thirty (30) days after the Assuming Bank has given notice to the Receiver of its election not to assume such agreement; provided, that the Receiver can reasonably make such service agreements available to the Assuming Bank. The Assuming Bank shall be deemed by the Receiver to have assumed agreements for which no notification is timely given. The Receiver agrees to assign, transfer, convey, and deliver to the Assuming Bank all right, title and interest of the Receiver, if any, in and to agreements the Assuming Bank assumes hereunder. In the event the Assuming Bank elects not to accept an assignment of any lease (or sublease) or negotiate a new lease for leased Bank Premises under Section 4.6 and does not otherwise occupy such premises, the provisions of this Section 4.8(a) shall not apply to service agreements related to such premises. The Assuming Bank agrees, during the period it has the use or benefit of any such agreement, promptly to pay to the Receiver or to appropriate third parties at the direction of the Receiver all operating costs with respect thereto and to comply with all relevant terms of such agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.