Changes in Ownership. A-E agrees that if there is a change or transfer in ownership, including but not limited to merger by acquisition, of A-E’s business prior to completion of this Contract, the new owners shall be required under terms of sale or other transfer to assume A-E’s duties and obligations contained in this Contract and to obtain the written approval of County of such merger or acquisition, and complete the obligations and duties contained in the Contract to the satisfaction of County. A- E agrees to pay, or credit toward future work, County’s costs associated with processing the merger or acquisition.
Changes in Ownership. 6.21.1 A-E agrees that if there is a change or transfer in ownership, including but not limited to merger by acquisition, of A-E’s business prior to completion of this CONTRACT, the new owners shall be required under terms of sale or other transfer to assume A-E’s duties and obligations contained in this CONTRACT and to obtain the written approval of COUNTY of such merger or acquisition, and complete the obligations and duties contained in the CONTRACT to the satisfaction of COUNTY. A-E agrees to pay, or credit toward future work, COUNTY’s costs associated with processing the merger or acquisition.
Changes in Ownership. 6.21.1 A/E agrees that if there is a change or transfer in ownership, including but not limited to merger by acquisition, of A/E’s business prior to completion of this CONTRACT, the new owners shall be required under terms of sale or other transfer to assume A/E’s duties and obligations contained in this CONTRACT and to obtain the written approval of COUNTY of such merger or acquisition, and complete the obligations and duties contained in the CONTRACT to the satisfaction of COUNTY.
Changes in Ownership. 6.21.1 A-E agrees that if there is a change or transfer in ownership, including but not limited to
Changes in Ownership. In view of the fact that this is a personal -------------------- services agreement with the Dealer Principal and Executive Manager and in view of its objectives and purposes, this Agreement and the rights and privileges conferred on Dealer hereunder are not assignable, transferable or salable by FAA and Dealer, and no property right or interest is or shall be deemed to be sold, conveyed or transferred to FAA and Dealer under this Agreement. FAA, Dealer, the Dealer Principal and the Executive Manager agree that any change in the ownership of Dealer other than specified herein requires the prior written consent of Seller IF DEALER DESIRES TO REMAIN AN AUTHORIZED NISSAN DEALER and that without the prior written consent of Seller:
(i) no sale, pledge, hypothecation or other transfer of any of the currently outstanding capital stock or partnership interest of Dealer will be made and no additional shares of capital stock, partnership interest or securities convertible into shares of capital stock, of Dealer will be issued or sold.
(ii) no sale, pledge, hypothecation or other transfer of any of the currently outstanding capital stock of Dealer will be made and no additional shares of capital stock, partnership interest or securities convertible into shares of capital stock, of Dealer will be issued or sold.
(iii) Dealer will not be merged with or into, or consolidate with, any other entity and none of the principal assets necessary for the performance of Dealer's obligations under this Agreement will be sold, transferred or assigned.
(iv) Dealer will not enter into any transaction, including, without limitation, any sale, pledge, hypothecation or other transfer of any of the currently outstanding capital stock of Dealer, the issuance or sale of additional shares of capital stock, partnership interest or securities convertible into shares of capital stock of Dealer, or the merger of Dealer with or into, or the consolidation of Smart Nissan, Inc., with any other entity, if as a result of such transaction, that FAA will cease to own at least 100% of the capital stock or interest of Dealer.
(v) If any person or entity, after the date of the initial public offering, acquires more than 20% of FAA's common stock issued and outstanding at any time and Nissan determines that such person or entity does not have interests compatible with those of Nissan, or is otherwise not qualified to have an ownership interest in a Nissan dealership (an "Adverse Person"), FAA, upon writ...
Changes in Ownership. 19 A/E agrees that if there is a change or transfer in ownership, 20 including but not limited to merger by acquisition, of A/E’s business prior 21 to completion of this AGREEMENT, the new owners shall be required under terms 22 of sale or other transfer to assume A/E’s duties and obligations contained in 23 this AGREEMENT and to obtain the written approval of COUNTY of such merger or 24 acquisition, and complete the obligations and duties contained in the 25 AGREEMENT to the satisfaction of COUNTY.
Changes in Ownership. In view of the fact that this is a personal services Agreement and in view of its objectives and purposes, this Agreement and the rights and privileges conferred on Dealer hereunder are not assignable, transferable or salable by Dealer, and no property right or interest is or shall be deemed to be sold, conveyed or transferred to Dealer under this Agreement. Dealer agrees that any change in the ownership of Dealer specified herein requires the prior written consent of Seller, excepting only changes in the record or beneficial ownership interests of Other Owners not effecting a change in majority control or interest. Dealer shall give Seller prior notice of any proposed change in said ownership requiring the consent of Seller and immediate notice of the death or incapacity of any Principal Owner. No such change, and no assignment of this Agreement or of any right or interest herein, shall be effective against Seller unless and until embodied in an appropriate amendment to or assignment of this Agreement, as the case may be, duly executed and delivered by Seller and by Dealer. Seller shall not, however, unreasonably withhold its consent to any such change. Seller shall have no obligation to transact business with any person who is not named either as a Principal Owner or Executive Manager of Dealer hereunder or otherwise to give effect to any proposed sale or transfer of the ownership or management of Dealer prior to having concluded the evaluation of such a proposal as provided in Section 14 of the Standard Provisions.
Changes in Ownership. A-E agrees that if there is a change or transfer in ownership, including but not limited to merger by acquisition, of A- required under terms of sale or other transfer to assume A- merger or acquisition.
Changes in Ownership. 6.36.1 CMARE agrees that if there is a change or transfer in ownership, including but not limited to merger by acquisition, of CMARE’s business prior to completion of this Contract, the new owner shall be required under terms of sale or other transfer to assume CMARE’s duties and obligations contained in this Contract and to obtain the written approval of County of such merger or acquisition, and complete the obligations and duties contained in the Contract to the satisfaction of County.
Changes in Ownership. Transfers or changes of majority beneficial ownership in Borrower will be permitted, subject to satisfactory underwriting and compliance with applicable rating agency criteria, subject to the payment of a 1% transfer fee. Transfers of minority interests in the Borrower will be permitted without the payment of a transfer fee.
