Intra-Company Transfers Sample Clauses

Intra-Company Transfers. 11 6.4 Transfers to Other Companies...................................................................12 6.5 90-24 Transfers................................................................................12 6.6 Rollovers......................................................................................12 GROUP TAX-DEFERRED ANNUITY CONTRACT TABLE OF CONTENTS (continued) SECTION 7. DISTRIBUTIONS TO A BENEFICIARY UPON DEATH
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Intra-Company Transfers. Notwithstanding any other provision of this Section 11, no consent shall be required for any Transfer of the Franchise or any interest in the Cable System or the Grantee to any existing or future Affiliates of Grantee in connection with an internal reorganization of any one or more of such Affiliates, as long as such Affiliate has the requisite expertise and qualifications (as contemplated above in Section 11(F) and applicable federal law) in the operation of a Cable System: (2) the provisions of Section 11(H) (Assumption Requirements) are fulfilled; (3) Grantee notifies the Telecommunications Board of the Transfer at least sixty (60) days before the Transfer occurs and, at that time, describes the nature of the transaction(s) effectuating the internal reorganization or restructuring and submits complete information describing who will have direct and indirect ownership and control of the Cable System and Grantee after such internal reorganization or restructuring; and
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Intra-Company Transfers. The Group Policyholder may Request transfers. The following provisions apply: (a) All or a portion of the Annuity Account Value may be transferred within and between the Variable and Guaranteed Sub-Accounts currently offered by the Company at any time prior to the Annuity Commencement Date by Request of the Owner. No transfers are permitted after the Annuity Commencement Date.
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Intra-Company Transfers. The following provisions will apply to Intra-Company Transfers, except for funds in an unmatured certificate: a. At any time prior to the Annuity Commencement Date, the Participant, by Written Request, may transfer all or a portion of the his/her Annuity Account Value within and between the Variable and Guaranteed Sub-Accounts currently offered by the Company. At any time prior to the Annuity Commencement Date, an Alternate Payee by Written Request, may transfer all or a portion of his/her Annuity Account Value within and between the Guaranteed Sub-Accounts currently offered by the Company. b. A telephone transfer, if permitted by the Company, will take effect on the later of the date elected or the date the telephone call is received at the Administrative Office. If such call is received after 4:00 p.m. EST/EDT, the transfer will take effect on the later of the date elected or the date following the date the call is received. c. If an Intra-Company Transfer is made within 30 days of the Annuity Commencement Date, the Company may delay the Annuity Commencement Date by 30 days. d. If a Accountholder dies prior to the Annuity Commencement Date, one Intra-Company Transfer may be made after the death of the Accountholder by the Beneficiary to effect the election of a payment option. e. No contingent deferred sales charge will apply to Intra-Company Transfers.
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Intra-Company Transfers. The following provisions will apply to Intra-Company Transfers, except for funds in an unmatured certificate: a. At any time prior to the Annuity Commencement Date, the Participant, by Written Request, may transfer all or a portion of the his/her Annuity Account Value within and between the Variable and Guaranteed Sub-Accounts currently offered by the Company. At any time prior to the Annuity Commencement Date, an Alternate Payee by Written Request, may transfer all or a portion of his/her Annuity Account Value within and between the Guaranteed Sub-Accounts currently offered by the Company.
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Intra-Company Transfers. The following provisions will apply: a. Monies in the Guaranteed Certificate Fund cannot be transferred prior to Certificate Maturity Date, except in the following situations: (1) the Annuitant dies; or (2) the Annuitant elects a payment option with a life contingency or an annuity payment period of at least (36) thirty-six months. b. Subject to the provisions of Section 6.3.a., at any time prior to the Annuity Commencement Date, the Owner, by Request, may Transfer all or a portion of the Annuity Account Value within and between the Variable and Guaranteed Sub-Accounts currently offered by the Company. c. No surrender charge will apply to Intra-Company Transfers.
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Intra-Company Transfers. Any sale, transfer or ----------------------- lease of assets by any Subsidiary of Spectrum Pennsylvania to Spectrum Pennsylvania or any other Subsidiary of Spectrum Pennsylvania or by Spectrum Pennsylvania to any Subsidiary of any Borrower; or
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Intra-Company Transfers. Notwithstanding any other provision of this Section 11, no consent shall be required for any Transfer of the Franchise or any interest in the Cable System or the Grantee to any existing or future Affiliates of Grantee in connection with an internal reorganization of any one or more of such Affiliates, as long as such Affiliate has the requisite expertise and qualifications (as contemplated above in Section 11.F (Consent Factors) and applicable federal law) in the operation of a Cable System; (2) the provisions of Section 11.H (Assumption Requirements) are fulfilled; (3) Grantee notifies the Telecommunications Board of the Transfer at least sixty (60) days before the Transfer occurs and, at that time, describes the nature of the transaction(s) effectuating the internal reorganization or restructuring and submits complete information describing who will have direct and indirect ownership and control of the Cable System and Grantee after such internal reorganization or restructuring; and (4) warrants that the Transfer will not substantially increase the financial burdens or substantially diminish the financial resources available to the Person holding this Franchise or otherwise adversely affect the ability of the Person holding the Franchise to perform. This provision should not be interpreted to permit any other Transfer, reorganization or change of Control as contemplated in Sections 11.A (Transfer of Interest) and 11.B (Transfer of Control or Stock) of this Franchise Agreement.
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Intra-Company Transfers. When a vacancy exists the Employer may transfer an employee with his consent, provided such transfer is offered on a seniority basis, from one plant to another and any employee so transferred shall carry with him his Company seniority rating for the purpose of protecting all benefits the employee now enjoys. For the purpose of promotions, demotions, and layoffs, the employee's plant seniority will commence the day he starts to work in the plant he is being transferred to. It is agreed that the Company will pay the moving expenses of such employees. Moving expenses shall be limited to movement of normal household goods (furniture, clothes, dishes) from the employee's principle residence to the employee's new residence at his/her new job site and mileage for one (1) vehicle from the employees former residence to his/her new residence.
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Related to Intra-Company Transfers

  • Permitted Transfers The provisions of Section 8.1 shall not apply to (a) a transfer or an assignment of this Lease in connection with the sale of substantially all the original Tenant’s assets if: (I) such sale of assets occurs on an arms’-length basis, to an unrelated third party, and is for a bona fide business purpose and not primarily to transfer Tenant’s interest in this Lease; and (II) upon the consummation of the transfer or assignment, the transferee or assignee is, in the sole, but reasonable determination of Landlord (and its lender, if applicable), capable of satisfying all of Tenant’s obligations hereunder; (b) an assignment of this Lease to a successor to Tenant by merger, consolidation, reorganization or similar corporate restructuring or to an entity that controls, is controlled by, or is under common control with, Tenant; or (c) a subletting of the Premises or any part thereof. In the case of an assignment or sublease that is expressly permitted pursuant to (a) or (c) of this Section 8.3, Tenant shall nevertheless be required to provide Landlord with notice of such assignment or sublease and a true and complete copy of the fully-executed documentation pursuant to which the assignment or sublease, as applicable, has been effectuated within ten (10) business days after the effective date of such assignment or sublease. Any permitted transferee under (a) of this Section 8.3 shall execute and deliver to Landlord any and all documentation reasonably required by Landlord in order to evidence assignee’s assumption of all obligations of Tenant hereunder and to evidence the assignee’s compliance (or ability to comply) with (a)(II) above. Notwithstanding anything to the contrary contained in this Section 8.3, in no event may Tenant assign, mortgage, transfer, pledge or sublease this Lease to any entity whatsoever if, at the time of such assignment, mortgage, transfer, pledge or sublease, a Default has occurred and remains continuing under this Lease.

  • Exempt Transfers 12.1 Subject to the requirements of applicable Laws, the restrictions under Section 8 and the right of first refusal and right of co-sale under Section 9 and Section 10 shall not apply to (a) any sale of Equity Securities of the Company to the public pursuant to a Qualified IPO; and (b) Transfer of any Equity Securities of the Company now or hereinafter held by the Principal or the Ordinary Shareholder to the Principal’s another wholly owned entity or to a trustee, executor, or other fiduciary for the benefit of the Principal or the Principal’s any wholly owned entity or his spouse and lineal descendants (whether natural or adopted), brother, sister, parent for bona fide estate planning purposes (each such transferee pursuant to subsection (b) above, a “Permitted Transferee”, and collectively, the “Permitted Transferees”); provided, that (i) such Transfer is effected in compliance with all applicable Laws, including without limitation, the SAFE Regulations, (ii) the Principal shall remain liable for any breach by such Permitted Transferee of any provision hereunder; (iii) if any Permitted Transferee which received Equity Securities of the Company pursuant to this Section 12.1(b) ceases to be a Permitted Transferee for any reason, it shall immediately Transfer back to the applicable transferor from which it received the Equity Securities of the Company transferred to it pursuant to this Section 12.1(b) and (iv) adequate documentation therefor is provided to the Company and each such Permitted Transferee shall execute a joinder agreement in substantially the form attached hereto as Exhibit A assuming the obligations of such Ordinary Transferor under this Agreement and be bound by the terms of the Amended M&AA as the “Ordinary Shareholder” (if not already a Party hereto) upon and after such Transfer, with respect to the transferred Equity Securities; and (c) any Transfer of the Equity Securities of the Company by an Investor to any of its Affiliate; provided that (x) the transferees of such Transfer shall not be a Competitor or an Affiliate of any Competitor (provided that (A) GS shall be permitted to Transfer all or any of the Equity Securities of the Company held by it to any of the GS Controlled Affiliates, (B) Carlyle shall be permitted to Transfer all or any of the Equity Securities of the Company held by it to any of the Carlyle Controlled Affiliates and (C) Cathay shall be permitted to Transfer all or any of the Equity Securities of the Company held by it to any of the Cathay Controlled Affiliates); (y) if any transferee of such Transfer which received Equity Securities of the Company pursuant to this Section 12.1(c) ceases to be an Affiliate of such Investor for any reason or becomes a Competitor or an Affiliate of any Competitor (or in the case where the transferee is a GS Controlled Affiliate or a Carlyle Controlled Affiliate or a Cathay Controlled Affiliate, if it ceases to be a GS Controlled Affiliate or a Carlyle Controlled Affiliate or a Cathay Controlled Affiliate, as applicable, for any reason), it shall immediately Transfer back to the applicable transferor from which it received the Equity Securities of the Company transferred to it pursuant to this Section 12.1(c) and (z) the transferees of such Transfer shall execute and deliver a joinder agreement in substantially the form attached hereto as Exhibit A to join in and be bound by the terms of this Agreement and be bound by the terms of the Amended M&AA as the “Investor” (if not already a Party hereto) upon and after such Transfer. 12.2 All transfer restrictions provided in this Agreement with respect to a Transfer of Equity Securities of the Company by the Investors (including Section 8.2) shall cease to apply in the event that the Company fails to pay the applicable redemption price pursuant to Article 8.4 of the Amended M&AA and which is not cured after 30 days’ written notice of such breach delivered by an Investor to the Company. 12.3 Sections 8 through 11 shall not apply to any Transfer of any Equity Securities pursuant to any enforcement of security under any Facility Document or to any creation of security under any Facility Document; provided, however, that any transferee of such Equity Securities shall execute and deliver a joinder agreement in substantially the form attached hereto as Exhibit A to join in and be bound by the terms of this Agreement and be bound by the terms of the Amended M&AA as the “Ordinary Shareholder” (if not already a Party hereto) upon and after such Transfer. Notwithstanding anything to the contrary herein, this Section 12.3 may be further amended in respect of Sections 8 through 11 in connection with the negotiation of any Facility Document with the written consent of Majority Series A-1 Preferred Holders and the Company and the Parties shall procure any required alteration to the Amended M&AA to give effect to any such amendment.

  • Void Transfers To the greatest extent permitted by the Act and other Law, any Transfer by any Member of any Membership Interests or other interest in the Company in contravention of this Agreement shall be void and ineffective and shall not bind or be recognized by the Company or any other Person. In the event of any Transfer in contravention of this Agreement, to the greatest extent permitted by the Act and other Law, the purported Transferee shall have no right to any profits, losses or Distributions of the Company or any other rights of a Member.

  • Asset Transfers The Company shall not (i) transfer, sell, convey or otherwise dispose of any of its material assets to any subsidiary except for a cash or cash equivalent consideration and for a proper business purpose or (ii) transfer, sell, convey or otherwise dispose of any of its material assets to any Affiliate, as defined below, during the Term of this Agreement. For purposes hereof, "Affiliate" shall mean any officer of the Company, director of the Company or owner of twenty percent (20%) or more of the Common Stock or other securities of the Company.

  • Permitted Transfers Within Escrow 5.1 Transfer to Directors and Senior Officers (1) You may transfer escrow securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer’s board of directors has approved the transfer. (2) Prior to the transfer the Escrow Agent must receive: (a) a certified copy of the resolution of the board of directors of the Issuer approving the transfer; (b) a certificate signed by a director or officer of the Issuer authorized to sign, stating that the transfer is to a director or senior officer of the Issuer or a material operating subsidiary and that any required approval from the Canadian exchange the Issuer is listed on has been received; (c) an acknowledgment in the form of Schedule “B” signed by the transferee; (d) copies of the letters sent to the securities regulators described in subsection (3) accompanying the acknowledgement; and (e) a transfer power of attorney, completed and executed by the transferor in accordance with the requirements of the Issuer’s transfer agent. (3) At least 10 days prior to the transfer, the Issuer will file a copy of the acknowledgement with the securities regulators in the jurisdictions in which it is a reporting issuer.

  • Certain Permitted Transfers The restrictions in this Section 4 will not apply with respect to any Transfer of Carried Shares made (i) pursuant to applicable laws of descent and distribution or to such Person’s legal guardian in the case of any mental incapacity or among such Person’s Family Group, (ii) in connection with the Company’s initial Public Offering of the Common Shares upon the underwriters’ exercise of their option to purchase additional Common Shares to the extent set forth in the Company’s Registration Statement on Form S-1 (Registration No. 333-120444) filed with the Securities and Exchange Commission on November 12, 2004, as amended, or (iii) at such time as the Investors sell Common Shares to any unaffiliated third party, but in the case of this clause (iii) only an amount of shares (the “Transfer Amount”) equal to the lesser of (A) the number of Vested Shares owned by Executive and (B) the number of Common Shares owned by Executive multiplied by a fraction (the “Transfer Fraction”), the numerator of which is the number of Common Shares sold by the Investors in such sale and the denominator of which is the total number of Common Shares held by the Investors prior to the sale; provided that, if at the time of such sale of Common Shares by the Investors, Executive chooses not to Transfer the Transfer Amount, Executive shall retain the right to Transfer an amount of Common Shares at a future date equal to the lesser of (x) the number of Vested Shares owned by Executive at such future date and (y) the number of Common Shares owned by Executive at such future date multiplied by the Transfer Fraction; provided further that the restrictions contained in this Section 4 will continue to be applicable to the Carried Shares after any Transfer of the type referred to in clause (i) above and the transferees of such Carried Shares must agree in writing to be bound by the provisions of this Agreement. Any transferee of Carried Shares pursuant to a Transfer in accordance with the provisions of this Section 4(b)(i) is herein referred to as a “Permitted Transferee.” Upon the Transfer of Carried Shares pursuant to this Section 4(b), the transferring holder of Carried Shares will deliver a written notice (a “Transfer Notice”) to the Company. In the case of a Transfer pursuant to clause (i) hereof, the Transfer Notice will disclose in reasonable detail the identity of the Permitted Transferee(s).

  • Returned Transfers In using the Account to Account Transfer Service, you understand transfers may be returned for various reasons such as, but not limited to, the External Account number is not valid. We will use reasonable efforts to research and correct the transfer to the intended Account or void the transfer and credit your Account from which you attempted to transfer funds. You may receive notification from us.

  • Restrictions on Intercompany Transfers The Borrower shall not, and shall not permit any other Loan Party or any other Subsidiary (other than (i) a Warehouse Entity following securitization pursuant to the terms of the securitization documents or (ii) an Excluded Subsidiary holding title assets subject to Secured Indebtedness pursuant to the terms of the Secured Indebtedness documents), to create or otherwise cause or suffer to exist or become effective any consensual encumbrance or restriction of any kind on the ability of any Subsidiary to: (a) pay dividends or make any other distribution on any of such Subsidiary’s capital stock or other equity interests owned by the Borrower or any Subsidiary; (b) pay any Indebtedness owed to the Borrower or any Subsidiary; (c) make loans or advances to the Borrower or any Subsidiary; or (d) transfer any of its property or assets to the Borrower or any Subsidiary; other than (i) with respect to clauses (a) through (d) those encumbrances or restrictions (x) contained in any Loan Document or (y) contained in any other agreement that evidences Unsecured Indebtedness containing encumbrances or restrictions on the actions described above that are substantially similar to or less restrictive than those contained in the Loan Documents or, (ii) with respect to clause (d), (x) restrictions contained in any agreement relating to the sale of a Subsidiary (other than the Borrower) or the assets of a Subsidiary pending sale, or relating to Secured Indebtedness secured by a Lien on assets that Spirit REIT, the Borrower, any other Loan Party or any other Subsidiary may create, incur, assume, or permit or suffer to exist and as permitted by the Loan Documents; provided that in any such case, the restrictions apply only to the Subsidiary or the assets that are the subject of such sale or Lien, as the case may be or (y) customary provisions restricting assignment of any agreement entered into by Spirit REIT, the Borrower, any other Loan Party or any other Subsidiary in the ordinary course of business.

  • Refused Transfers We reserve the right to refuse any transfer. As required by applicable law, we will notify you promptly if we decide to refuse to transfer funds.

  • Employee Transfers In the event an Employee is transferred between Participating Employers, accumulated service and eligibility shall be carried with the Employee involved. No such transfer shall effect a termination of employment hereunder, and the Participating Employer to which the Employee is transferred shall thereupon become obligated hereunder with respect to such Employee in the same manner as was the Participating Employer from whom the Employee was transferred.

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