Conditions Precedent to Transfer. Any implication in the preceding paragraphs of this Section 11.01 to the contrary notwithstanding, unless waived by the Manager, no Transfer shall be effective unless and until there shall be furnished to the Manager evidence, in form and substance satisfactory to the Manager (which shall, if requested by the Manager, include an opinion of counsel satisfactory to the Manager and obtained at the sole expense of the intended Transferring Member), that
Conditions Precedent to Transfer. The effectiveness of this Agreement and of the obligation of the Transferee to purchase, and of the Transferor to sell, the Transferred Assets in accordance with the terms hereof is subject to the satisfaction of the following conditions:
Conditions Precedent to Transfer. Franchisor may impose certain conditions precedent to its required consent to a Transfer pursuant to this Article X including, without limitation, the following:
Conditions Precedent to Transfer. Any purported Transfer or Encumbrance otherwise complying with Section 8.1 will be ineffective until the transferor and the proposed transferee furnish to the Company the instruments and assurances the Manager may reasonably request, including without limitation, if requested, an opinion of counsel satisfactory to the Company that the interest in the Company being Transferred or Encumbered has been registered or is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), and applicable state securities laws. No Transfer or Encumbrance will be effective if it would result in the “termination” of the Company under Code Section 708 unless the Manager gives his prior written consent to the Transfer or Encumbrance.
Conditions Precedent to Transfer. The City’s obligation to transfer title and possession of the Development Property to Developer at Closing, and Developer’s obligation to pay the Purchase Price, shall be subject to satisfaction of the following conditions precedent:
Conditions Precedent to Transfer. Section 10.02(m) of the Franchise Agreement is hereby deleted in its entirety and replaced with the following: “Franchisor may require, as a condition precedent to its consent to a Transfer pursuant to this Article X, that Franchisee shall have complied materially as of the date of any such Transfer with all of its obligations to Franchisee.”
Conditions Precedent to Transfer. Section 10.02(m) is hereby deleted in its entirety and replaced with the following: “Franchisor may require, as a condition precedent to its consent to a Transfer pursuant to this Article X, that Franchisee shall have complied materially as of the date of any such Transfer with all of its obligations to Franchisee.”
Conditions Precedent to Transfer. 3.1 Transferor and Transferee should cause the following conditions precedent to Transfer to be met on the day of _______, 2006 or the date agreed by both parties:
Conditions Precedent to Transfer. The conditions precedent to the transfer to a Transferee Company are:
Conditions Precedent to Transfer. Any Transfer that the City, in its sole and absolute discretion, has agreed to is subject to the satisfaction in full of all of the following conditions precedent and covenants of Developer, or the written waiver thereof by the City (which waiver shall be in the City’s sole and absolute discretion), each of which is hereby agreed to be reasonable in light of the material nature of the identity of the Developer hereunder:
