Effects of Transfer. From and after any transfer effected in accordance with this Article 23, the transferor shall be released, to the extent of the interest transferred and the obligations assumed by the transferee, from its liability hereunder and under the other documents to which it is a party relating to the interests being transferred. Such release shall be in respect of obligations (that are assumed by the transferee) arising on or after the date of such transfer. Upon any transfer by Lessor as above provided, any such transferee shall be deemed the "Lessor" for all purposes of such documents and each reference herein to Lessor shall thereafter be deemed a reference to such transferee for all purposes, except as provided in the preceding sentence. Lessee agrees to execute any and all documents reasonably appropriate to effectuate the contemplated transfer by Lessor, including, without limitation, an amendment to this Lease providing that the new Lessor shall be Lessor and the existing Lessor shall be released from its liabilities.
Effects of Transfer. Any Partner who transfers any Interests in compliance with the provisions of this Agreement shall cease to be a Partner with respect to such Interests and shall no longer have any rights or privileges of a Partner with respect to such Interests. Any Person (including any Assignee) who acquires in any manner whatsoever any Interests, irrespective of whether such Person has executed a counterpart to this Agreement, shall be deemed by the acceptance of the benefits of the acquisition thereof to have agreed to be subject to and bound by all of the terms and conditions of this Agreement that any predecessor in such Interests was subject to or by which such predecessor was bound, regardless of whether such Person is admitted as a substitute Limited Partner. Notwithstanding any provision of this Agreement to the contrary, any Person (other than the General Partner) who acquires in any manner whatsoever any Interests of the General Partner shall not be deemed to have received a general partner interest in the Partnership, and shall be deemed instead to have received a limited partner interest in the Partnership, and shall not be admitted as a general partner of the Partnership, and shall instead be deemed to be an Assignee who may be admitted as a substitute Limited Partner pursuant to Section 4.4.
Effects of Transfer. This Agreement shall, subject to Section 6.02 , be binding upon, and inure to the benefit of, any successor of the Company; provided, however, that for the avoidance of doubt, if the Company effects a Transfer of any assets of the Company, including Vessel Assets, and this Agreement does not continue as to such assets, the Company will pay to the Manager the aggregate amount of any accrued but unpaid Transaction Fees attributable to such assets.
Effects of Transfer. Upon a transfer of all the Shares held by the Transferring Shareholder in accordance with Article IX: the Transferring Shareholder and the Company shall each repay any indebtedness outstanding and owed by it to the other (together with any accrued interest); if the transfer is pursuant to Section 6.2 hereof, the Remaining Shareholder shall obtain the release of any guarantees or indemnities given by the Transferring Shareholder to or in respect of the Company or (at its option) shall provide a counter-guarantee or indemnity in reasonably acceptable form to the Transferring Shareholder in respect of such guarantees or indemnities; and if the transfer is pursuant to Article VII hereof, the Remaining Shareholder shall use reasonable efforts (but without involving any financial obligation on its part) to obtain the release of any guarantees or indemnities given by the Transferring Shareholder to or in respect of the Company, except with respect to obligations to continue after the transfer as -provided in Section 9.3(d) hereof; and the obligations of the Transferring Shareholder set forth in Section 7.5 shall continue for the period specified in Section 7.5.
Effects of Transfer. Upon the Transfer of all, but not less than all, of any Member’s Units, such Person shall automatically (a) cease to be a Member of the Company and
Effects of Transfer. (a) From and after any transfer by Lessor, Lessor shall be released, to the extent of the interest transferred and the obligations assumed by the transferee, from its liability hereunder. Such release shall be in respect of obligations that are assumed by the transferee arising on or after the date of such transfer. Upon any transfer by Lessor of the Property as above provided, any such transferee shall be deemed the “Lessor” for all purposes of this Lease and each reference herein to Lessor shall thereafter be deemed a reference to such transferee for all purposes, except to the extent that Lessor retains any obligations hereunder.
Effects of Transfer. (a) Unless otherwise agreed to by the Management, any permitted Transfer of all or any portion of a Stockholder B’s Interest in the Company will take effect on the later to occur of (i) the first day of the month following approval of such Transfer by the Genesis General Partner and Management and satisfaction of the requirements under Section 7.3 hereof, or (ii) the date of an updated Schedule of Stockholders issued by the Genesis General Partner and Management to reflect the permitted Transfer. Any permitted transferee of an Interest in the Company shall take subject to the restrictions on Transfer imposed by this Agreement.
(b) Notwithstanding any attempted Transfer of a Stockholder B’s Interest in the Company in violation of this Agreement, the transferee shall have no right to participate in the management of the Company Business or to become a Stockholder B, and such transferee shall, if ever, only be entitled to receive the share of Profits or other compensation by way of income and the return of Capital Contributions to which the transferor of such Economic Interest in the Company would otherwise be entitled.
Effects of Transfer. A transferee of Economic Interest, shall be deemed an assignee of such interests and not a Member, unless such transferee is a Member on the date of transfer or has fulfilled the conditions for admission as a Member in accordance with Section 6.1. A transferee of Economic Interest represented by a Member’s Percentage Interest, shall be deemed to be a transferee of a proportional portion of such Member’s Management Interest represented by such Member’s Percentage Interest, and such Member shall be deemed to have transferred such Management Interest, if the transferee is a Member or is admitted as a Member in accordance with Section 6.1. Such transfer of Management Interest shall be deemed to be made on the date of transfer or the date the transferee is admitted, whichever is later, and the Percentage Interests of the Members shall be adjusted accordingly. The Management Interest of a Member whose Economic Interest has been directly or indirectly purchased by the Company shall be reduced in proportion by such Economic Interest purchased. A Member who has transferred such Member’s entire Economic Interest shall cease to be a Member on the date of the transfer; however, the termination of such former Member’s Membership shall not prejudice the right of a transferee to be deemed a transferee of Management Interest in accordance with the preceding paragraph.
Effects of Transfer. After the transfer of the duties of the Master Servicer or the Special Servicer, pursuant to Section 6.2, 6.4, 7.1 or 7.2 of this Agreement, the replaced Master Servicer or Special Servicer, as the case may be, shall have no further obligations with respect to the management, administration or collection of the Mortgage Loans or Mortgage Certificates, but shall remain entitled to compensation or other amounts due under this Agreement to it that had already accrued prior to such transfer.
Effects of Transfer. 15.1.1 In the case of a transfer of the shares by any of the Parties to a third (3rd) party as provided in Clauses 12 and 14 , the transfer shall , unless otherwise agreed by the other Parties, be subject to this agreement and take effect upon:
15.1.2 the execution of a ratification by the transferee in favour of the other shareholders by which the transferee agrees to be bound by terms identical , mutatis mutandis, to the terms of this Agreement (including the terms of this clause as regards any subsequent transfer of shares) ; and
15.1.3 the transferee taking over the financial assistance provided by the transferor to the Company
