Assignment of Rights Hereunder. The Stockholder may assign its rights to cause Acquiror to register Registrable Securities pursuant to this Agreement to any of the following persons or entities to whom or which the Stockholder transfers or assigns Registrable Securities: (i) any member of the Stockholder's immediate family; (ii) any stockholder, partner or member of the Stockholder; any corporation, partnership, limited liability company, joint venture, trust or individual who or which, directly or indirectly through one or more intermediaries, is controlled by or under common control with the Stockholder or which controls, directly or indirectly through one or more intermediaries, the Stockholder; (iii) any trust for the benefit of, or partnership, corporation, limited liability company or other entity owned or controlled by, any of the foregoing, (iv) any person who acquires at least 100,000 shares of Registrable Securities from the Stockholder in assignment, or (v) any pledgee who or which forecloses on Registrable Securities pursuant to a bona fide pledge made by the Stockholder; provided, however, that no such assignee from the Stockholder shall be entitled to further assign its registration rights under this Agreement to any other person; provided, further, that the Stockholder shall retain its rights under this Agreement as to all Registrable Securities not transferred or assigned by the Stockholder. For purposes of this Section 6, the terms "control", "controlled" and "common control with" mean the ability, whether by the direct or indirect ownership of voting securities or other equity interest, by contract or otherwise, to elect a majority of the directors of a corporation, to select the managing partner of a partnership, or otherwise to select a majority of those persons exercising governing authority over an entity.
Assignment of Rights Hereunder. 16 Section 3.3 Condition.....................................................17 Section 3.4 Transferee....................................................17 Section 3.5 Tax Transfer Restrictions.....................................17
Assignment of Rights Hereunder. In connection with any Transfer ------------------------------------------ permitted by the provisions of subsection (a) of Section 3.1, a Security Purchaser or any Transferee permitted thereunder may assign to a Transferee permitted thereunder the Security Purchaser's rights, and shall provide for the assumption by such Transferee of the Security Purchaser's obligations, under Sections 2.1, 2.2 (it being understood that the rights accorded to Enron under Sections 2.1 and 2.2 are personal to Enron and are not assignable), 2.4, 2.5, 2.6, 2.7, 2.10 and 3.1 and Articles IV, V, VI and VII. Any rights so assigned to a Transferee and any obligations so assumed by a Transferee may be further assigned to and assumed by a subsequent Transferee through compliance with this Article III.
Assignment of Rights Hereunder. Seller hereby agrees that the Optionee has the right to assign its rights and obligations under this Agreement, including, without limitation, the right to exercise the Option to an entity affiliated with, or controlled by, the Partnership. Such assignment shall not require the consent of Seller, provided, however, the Optionee shall provide written notice to Seller of such assignment.
Assignment of Rights Hereunder. In connection with any Transfer (as defined herein) of any Transfer Restricted Securities to any Transferee (as defined herein), the person or entity making such Transfer ("Transferor") to a Transferee shall be entitled to assign to such Transferee the Transferor's rights hereunder in respect of such Transfer Restricted Securities provided that the Transferee agrees to be bound by the terms of this Agreement. For purposes of this Agreement, "Transfer" shall mean to sell, transfer, assign or otherwise dispose of, either voluntarily or involuntarily, or to enter into any contract, option or other arrangement or understanding with respect to the sale, transfer, assignment or other disposition of, Transfer Restricted Securities owned by a person or entity and "Transferee" shall mean (i) any person or entity to whom Orion, a Trustee or any Orion Trust Transfers any Transfer Restricted Securities, (ii) any subsequent transferee thereof; provided that in the case of any subsequent transferee, such subsequent transferee must receive Transfer of the Transfer Restricted Securities prior to the sixth-month anniversary date of the effective date of this Agreement, (iii) any Orion Claimant who receives Securities in exchange for or satisfaction of all or any portion of such Orion Claimant's claims against or interests in Orion or any Orion Trust, (iv) any affiliate of Orion, any Trustee, any Orion Trust or any of the persons or entities described in clauses (i), (ii) or (iiii) above and (v) any other person or entity who receives Securities to which the Company agrees in writing to designate as a Transferee.
