Assignment of Equity Interests Sample Clauses

Assignment of Equity Interests. The Assignment shall have been completed.
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Assignment of Equity Interests. The Seller Parties shall each deliver Assignments of Equity Interests assigning to Buyer all of their rights, title and interests in their respective Equity Interests in Sxxxx Maritime and Go Big in the form attached as Exhibit A duly executed by the applicable Seller Party.
Sample 1
Assignment of Equity Interests. (a) IBP hereby assigns effective the date hereof all of its right, title and interest in and to 50% of the equity interests of NatEx to the Non-TIS Shareholders, as follows: 24.91% to VAP LLC, 15.51% to Natela Patarkalishvili, 4.70% to The James S. Frixxxxxxxx Xxxxxxxxx Xrust, and 1.88% to Aqela LLC.
Sample 1
Assignment of Equity Interests. The Company shall have transferred to a third party all of its interest in Image Concepts LLC on terms satisfactory to the Buyer.
Sample 1
Assignment of Equity Interests. (1) Neither of the Parties shall transfer or assign all or any part of its Equity Interests in the JV Company to any Third Party without (i) written approvals of the Approval Authorities and (ii) the transferee executing and delivering a legally binding document in a form reasonably satisfactory to the other Parties under which it agrees to be bound by the terms and conditions of this Contract as though it had been a Party.
Sample 1
Assignment of Equity Interests. 5.8.1. Without the prior consent in writing from the other two parties, no Party could transfer all or part of the contribution so subscribed or equity interest in the CJV. In case one Party intends to transfer its all or part of its contribution subscribed or equity, the other Parties shall have the pre- emptive right to purchase such contribution or equity in proportion to their contribution to the total registered capital. If only one party wants to exercise the pre-emptive right, this party can purchase all or partial shares transferred.
Sample 1
Assignment of Equity Interests. A valid and effective Assignment of all issued and outstanding shares of stock of Cragar.
Sample 1
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Assignment of Equity Interests. This Assignment of Equity Interests (this “Assignment”), dated as of November , 2011 (the “Effective Date”), is entered into by and between TLG Acquisition LLC, a Delaware limited liability company (“Assignor”), Morgans Group LLC (“MGLLC”) (only with respect to the last sentence of Section 3(e) and Section 3(f)), and [Xxxxxx Xxxx Hospitality Holdings, LLC], a Delaware limited liability company (“Assignee”).
Sample 1
Assignment of Equity Interests. Simultaneously with the closing of the NTA Investment, the Borrower shall pledge to the Collateral Agent all of the equity interests of Newco acquired by the Borrower in connection with the NTA Investment pursuant to a pledge agreement substantially identical to the Borrower Pledge Agreement, and shall immediately deliver all appropriate Uniform Commercial Code financing statements required to perfect such pledge to the Collateral Agent. The equity interests of Newco acquired by the Borrower shall be free and clear of all Liens other than those in favor of the Collateral Agent.
Sample 1

Related to Assignment of Equity Interests

  • Assignment of Membership Interests The Assignment of Membership Interests shall have been fully executed and delivered to Purchaser.

  • Transfer of Equity Interest Upon each exercise of the Option under this Agreement:

  • Assignment of Assets Seller hereby contributes, assigns, conveys and transfers to Split-Off Subsidiary, and Split-Off Subsidiary hereby receives, acquires and accepts, all assets and properties of Seller as of the Closing Date (as defined below) immediately prior to giving effect to the Effective Time, including but not limited to the following, but excluding in all cases (i) the right, title and assets of Seller in, to and under the Transaction Documents, and (ii) the capital stock of PrivateCo and Split-Off Subsidiary:

  • Pledged Equity Interests; Stock Powers; Pledged Notes The Administrative Agent shall have received (i) the certificates representing the Equity Interests pledged pursuant to the Security Agreement, together with an undated stock power for each such certificate executed in blank by a duly authorized officer of the pledgor thereof and (ii) each promissory note (if any) pledged to the Administrative Agent pursuant to the Security Agreement endorsed (without recourse) in blank (or accompanied by an executed transfer form in blank) by the pledgor thereof.

  • Pledged Equity Interests, Investment Related Property (a) it is the record and beneficial owner of the Pledged Equity Interests free of all Liens, rights or claims of other Persons and there are no outstanding warrants, options or other rights to purchase, or shareholder, voting trust or similar agreements outstanding with respect to, or property that is convertible into, or that requires the issuance or sale of, any Pledged Equity Interests;

  • Pledged Equity Interests Set forth on Schedule 5.21(f), as of the Closing Date and as of the last date such Schedule was required to be updated in accordance with Section 6.02, is a list of (i) all Pledged Equity and (ii) all other Equity Interests required to be pledged to the Administrative Agent pursuant to the Collateral Documents (in each case, detailing the Grantor (as defined in the Security Agreement), the Person whose Equity Interests are pledged, the number of shares of each class of Equity Interests, the certificate number and percentage ownership of outstanding shares of each class of Equity Interests and the class or nature of such Equity Interests (i.e. voting, non-voting, preferred, etc.).

  • Equity Interests and Ownership The Equity Interests of each of Borrower and its Subsidiaries have been duly authorized and validly issued and are fully paid and non-assessable. Except as set forth on Schedule 4.2, as of the date hereof, there is no existing option, warrant, call, right, commitment or other agreement to which Borrower or any of its Subsidiaries is a party requiring, and there is no membership interest or other Equity Interests of Borrower or any of its Subsidiaries outstanding which upon conversion or exchange would require, the issuance by Borrower or any of its Subsidiaries of any additional membership interests or other Equity Interests of Borrower or any of its Subsidiaries or other Securities convertible into, exchangeable for or evidencing the right to subscribe for or purchase a membership interest or other Equity Interests of Borrower or any of its Subsidiaries. Schedule 4.2 correctly sets forth the ownership interest of Borrower and each of its Subsidiaries as of the Third Restatement Date.

  • Assignment of Membership Interest Contributor shall have executed and delivered to Acquirer an Assignment and Assumption Agreement, in substantially the form of Exhibit A attached hereto (the "Assignment and Assumption Agreement");

  • Ownership of Equity Interests Issue, sell, transfer, pledge or otherwise dispose of any partnership interests, shares of capital stock or other equity or ownership interests ("Equity Interests") in any member of the Consolidated Group, except (i) issuance, sale or transfer of Equity Interests to a Credit Party by a Subsidiary of such Credit Party, (ii) in connection with a transaction permitted by Section 8.4, and (iii) as needed to qualify directors under applicable law.

  • Assignment of Contracts On the Initial Borrowing Date, the Borrower shall have duly authorized, executed and delivered a valid and effective assignment by way of security in favor of the Collateral Agent of all of the Borrower’s present and future interests in and benefits under (x) the Construction Contract, (y) each Refund Guarantee and (z) the Construction Risk Insurance (it being understood that the Borrower will use commercially reasonable efforts to have the underwriters of the Construction Risk Insurance accept and endorse on such insurance policy a loss payable clause substantially in the form set forth in Part 3 of Schedule 2 to the Assignment of Contracts (as defined below), and it being further understood that certain of the Refund Guarantee and none of the Construction Risk Insurances will have been issued on the Initial Borrowing Date), which assignment shall be substantially in the form of Exhibit J hereto or otherwise reasonably acceptable to the Lead Arrangers and the Borrower and customary for transactions of this type, along with appropriate notices and consents relating thereto (to the extent incorporated into or required pursuant to such Exhibit or otherwise agreed by the Borrower and the Facility Agent), including, without limitation, those acknowledgments, notices and consents listed on Schedule 5.07 (as modified, supplemented or amended from time to time, the “Assignment of Contracts”) provided that, if any Refund Guarantee issued to the Borrower on the Initial Borrowing Date shall have been issued by KfW IPEX-Bank GmbH, then such Refund Guarantee shall be charged pursuant to a duly authorized, executed and delivered, valid and effective charge of any such Refund Guarantee in the form of Exhibit Q hereto or otherwise in a form reasonably acceptable to the Lead Arrangers and the Borrower and customary for transactions of this type, along with appropriate notices and consents relating thereto (to the extent incorporated into or required pursuant to such Exhibit or otherwise agreed by the Borrower and the Facility Agent) (as modified, supplemented or amended from time to time, the “Charge of KfW Refund Guarantees”).

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