Assignment and Transfer of Ownership Sample Clauses

Assignment and Transfer of Ownership. You may not assign, transfer, pledge or grant a security interest in your account or this Agreement to anyone other than us without our written consent. No assignment will be valid or binding on us, and we will not be considered to have knowledge of it, until we consent and note the assignment in our records. Any permitted assignment of your account is subject to our setoff rights. If we authorize any assignment, transfer, pledge or security interest, we may require that the account be closed and a new account opened. Any pledge or security interest granted to a third party remains subject to our right of set-off and security interest.
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Assignment and Transfer of Ownership. Neither This Contract of Lease, nor any interest in it, may be assigned without the prior written consent of the other party. In the event of the transfer of the ownership of the Leased Premises, the LESSOR warrants that the transferee will respect the period, terms, and conditions of this Contract of Lease or any extension or renewal thereof. To such end, the LESSOR shall assign this Contract of Lease to the transferee or otherwise ensure that the transferee shall execute a Contract of Lease with PAGCOR under the same terms and conditions as this Contract of Lease or any extension or renewal thereof.
Sample 1
Assignment and Transfer of Ownership. 13.1 No Party shall assign or transfer the benefit or burden of this Agreement without prior written consent of the other Parties, other than pursuant to clause 13.2 (in the case of the Manager) and clause 13.3 (in the case of the Parent and the Owners). 13.2 This Agreement may be assigned or transferred by the Manager to and vested in any Affiliate of AES without the prior written consent of the Parent or the Owners, provided that (a) such assignment or transfer does not result in additional amounts of income tax or withholding tax being payable by the Parent or the Owners including with respect to the payment of the Management Expenses and the Manager has not agreed with the Parent to be responsible for the payment of such additional amount of income tax and withholding tax and (b) any AES Credit Support shall continue in effect in respect of the transferee. 13.3 This Agreement may be assigned by the Parent to an Affiliate of the Parent provided that notwithstanding any such assignment, the Parent shall continue to be liable for all of the obligations of the Parent under this Agreement. 13.4 The Parent and the Manager agree that, following any assignment by any of them of this Agreement to an Affiliate pursuant to clause 13.2 (in the case of the Manager) and clause 13.3 (in the case of the Parent), if the relevant assignee ceases to be an Affiliate of the Parent or the Manager, as applicable, the Parent, the Owners or the Manager, as the case may be, shall procure that the Assignment is re-assigned to the original party to this Agreement or another of its Affiliates. 13.5 The Parent shall be entitled to transfer or otherwise dispose of any equity interest in the Participants or the Owners and in connection therewith to reorganise or restructure the Owners or the Participants or amend, change or replace the constitutional documents of the Owners, provided that: (a) following such actions, the Parent notifies the Manager of the actions taken in respect of the Owners and Participants and complies with its obligations under clause 3.16 in respect of any new Participant; (b) if the Manager notifies the Parent that the actions conflict with, or the implementation will conflict with, the performance by the Owners of their obligations under this Agreement or compliance by or on behalf of the Participants with the applicable requirements of this Agreement, then: (i) the Parent shall take such steps as are required to remove such conflict; or (ii) the calculation ...
Sample 1

Related to Assignment and Transfer of Ownership

  • Assignment and Transfer The Member may assign or transfer in whole but not in part its limited liability company interest to a single acquiror.

  • Assignment and Transfers Except as the Committee may otherwise permit pursuant to the Plan, the rights and interests of the Participant under this Agreement may not be sold, assigned, encumbered or otherwise transferred except, in the event of the death of the Participant, by will or by the laws of descent and distribution. In the event of any attempt by the Participant to alienate, assign, pledge, hypothecate, or otherwise dispose of the Stock Units or any right hereunder, except as provided for in this Agreement, or in the event of the levy or any attachment, execution or similar process upon the rights or interests hereby conferred, the Company may terminate the Stock Units by notice to the Participant, and the Stock Units and all rights hereunder shall thereupon become null and void. The rights and protections of the Company hereunder shall extend to any successors or assigns of the Company and to the Company’s parents, subsidiaries, and affiliates. This Agreement may be assigned by the Company without the Participant’s consent.

  • ASSIGNMENT AND TRANSFER SIGNATURE LINES FOR VALUE RECEIVED, the undersigned Holder hereby sell(s), assign(s) and transfer(s) unto ______________________________ whose taxpayer identification number is _______________________ and whose address including postal zip code is ____________________________, the within Receipt and all rights thereunder, hereby irrevocably constituting and appointing ________________________ attorney-in-fact to transfer said Receipt on the books of the Depositary with full power of substitution in the premises.

  • Assignment and Conveyance The Assignor hereby conveys, sells, grants, transfers and assigns to the Assignee all of the right, title and interest of the Assignor, as purchaser, in, to and under (a) those certain Mortgage Loans listed on the schedule (the "Mortgage Loan Schedule") attached hereto as Exhibit A (the "Mortgage Loans") and (b) except as described below, that certain Mortgage Loan Purchase Agreement (the "Purchase Agreement"), dated as of [DATE], between the Assignor, as purchaser (the "Purchaser"), and the Company, as seller, solely insofar as the Purchase Agreement relates to the Mortgage Loans. The Assignor specifically reserves and does not assign to the Assignee hereunder (i) any and all right, title and interest in, to and under and any obligations of the Assignor with respect to any mortgage loans subject to the Purchase Agreement which are not the Mortgage Loans set forth on the Mortgage Loan Schedule and are not the subject of this Agreement or (ii) the rights of the Purchaser under Section 9.04 of the Purchase Agreement. Recognition of the Company

  • Assignments and Transfers 18.1 Any assignment by either Party to any entity of any right, obligation or duty, or of any other interest hereunder, in whole or in part, without the prior written consent of the other Party shall be void. The assignee must provide evidence of a Commission approved certification to provide Telecommunications Service in each state that OneTone is entitled to provide Telecommunications Service. After BellSouth’s consent, the Parties shall amend this Agreement to reflect such assignments and shall work cooperatively to implement any changes required due to such assignment. All obligations and duties of any Party under this Agreement shall be binding on all successors in interest and assigns of such Party. No assignment or delegation hereof shall relieve the assignor of its obligations under this Agreement in the event that the assignee fails to perform such obligations. Notwithstanding anything to the contrary in this Section, OneTone shall not be permitted to assign this Agreement in whole or in part to any entity unless either (1) OneTone pays all bills, past due and current, under this Agreement, or (2) OneTone’s assignee expressly assumes liability for payment of such bills. 18.2 In the event that OneTone desires to transfer any services hereunder to another provider of Telecommunications Service, or OneTone desires to assume hereunder any services provisioned by BellSouth to another provider of Telecommunications Service, such transfer of services shall be subject to separately negotiated rates, terms and conditions.

  • Reassignment and Transfer Terms The Investor Certificates shall be subject to retransfer to the Seller at its option, in accordance with the terms specified in subsection 12.02(a), on any Distribution Date on or after the Distribution Date on which the Investor Interest is reduced to an amount less than or equal to 5% of the Initial Investor Interest. The deposit required in connection with any such repurchase shall include the amount, if any, on deposit in the Principal Funding Account and will be equal to the sum of (a) the Investor Interest and (b) accrued and unpaid interest on the Investor Certificates through the day preceding the Distribution Date on which the repurchase occurs.

  • Assignment to Owners Interconnection Customer may assign the Interconnection Service Agreement without the Interconnected Transmission Owner’s or Transmission Provider’s prior consent to any Affiliate or person that purchases or otherwise acquires, directly or indirectly, all or substantially all of the Customer Facility and the Customer Interconnection Facilities, provided that prior to the effective date of any such assignment, the assignee shall demonstrate that, as of the effective date of the assignment, the assignee has the technical and operational competence to comply with the requirements of this Interconnection Service Agreement and assumes in a writing provided to the Interconnected Transmission Owner and Transmission Provider all rights, duties, and obligations of Interconnection Customer arising under this Interconnection Service Agreement. However, any assignment described herein shall not relieve or discharge the Interconnection Customer from any of its obligations hereunder absent the written consent of the Transmission Provider, such consent not to be unreasonably withheld, conditioned or delayed.

  • Instruments of Conveyance and Transfer As soon as practicable after the Closing, SELLER shall deliver a certificate or certificates representing the Shares of SELLER to PURCHASER sufficient to transfer all right, title and interest in the Shares to PURCHASER.

  • Assignments and transfer by Obligors No Obligor may assign any of its rights or transfer any of its rights or obligations under the Finance Documents.

  • Deed; Xxxx of Sale; Assignment To the extent required and permitted by applicable law, this Agreement shall also constitute a “deed,” “xxxx of sale” or “assignment” of the assets and interests referenced herein.

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