Ownership and Transfer Limitations Sample Clauses

Ownership and Transfer Limitations. The Investor has received a copy of the By-Laws of the Company and understands, and will be in compliance with, the restrictions and limitations on transfer and ownership of the Company's Capital Stock set forth therein at the Closing and at all times thereafter, except as may be permitted by any waiver in writing by the Company of such restrictions and limitations.
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Ownership and Transfer Limitations. (i) Notwithstanding any other provision of this Partnership Agreement, except as provided in paragraph (j) of this Section 11.10 and Section 11.11, from and after the Effective Date, no Person other than the REIT shall Constructively Own Partnership Units in excess of the Ownership Limit. (ii) Notwithstanding any other provision of this Partnership Agreement, except as provided in paragraph (j) of this Section 11.10 and Section 11.12, from and after the Effective Date, any Transfer, Acquisition, change in the capital structure of the Partnership, or other purported change in Constructive Ownership of Units or other event or transaction that, if effective, would result in any Person other than the REIT Constructively Owning Units in excess of the applicable Ownership Limit shall be void ab initio as to the Transfer, Acquisition, change in the capital structure of the Partnership, or other purported change in Constructive Ownership or other event or transaction with respect to that number of Units which would otherwise be Constructively Owned by such Person in excess of the applicable Ownership Limit, and none of the Purported Beneficial Transferee, the Purported Record Transferee, the Purported Beneficial Holder or the Purported Record Holder, as applicable, shall acquire any rights in that number of Units. (iii) Notwithstanding any other provision of this Partnership Agreement, except as provided in Section 11.10(j), from and after the Effective Date, any Transfer, Acquisition, change in capital structure of the Partnership, or other purported change in Constructive Ownership of Units or other event or transaction that, if effective, would (i) cause the Partnership to own (directly or Constructively) an interest in a tenant, the rents received or accrued from whom would not qualify as rents from real property under Section 7704(c)(3) and (ii) cause the Partnership to fail to satisfy any of the gross income requirements of Section 7704(c)(3) of the Code, shall be void ab initio as to the Transfer, Acquisition, change in capital structure of the Partnership, or other purported change in Constructive Ownership or other event or transaction with respect to that number of Units which would cause the Partnership to own an interest (directly or Constructively) in a tenant, the rents received or accrued from whom would not qualify as rents from real property under Section 7704(c)(3), and none of the Purported Beneficial Transferee, the Purported Record Transferee,...
Sample 1Sample 2
Ownership and Transfer Limitations. Such Investor has received a copy of the By-Laws of the Company and the Certificate of Designations for the Series B-1 Stock, and understands the restrictions on transfer and ownership of the Company's Capital Stock included therein. As of the Closing, no Person who or which is a beneficial owner of such Investor will own indirectly (based solely on such Person's percentage ownership of Series B-1 Stock through the Investor) 9.8% or more of the Series B-1 Stock. The Investors are not acting as a "group" under Section 13(d) of the Exchange Act.
Sample 1
Ownership and Transfer Limitations. First Union has received a copy of the Articles of Incorporation of Xxxxxxx, and understands, and will be in compliance with, the restrictions on transfer and ownership of Xxxxxxx’x Capital Stock included therein at the Closing and at all times thereafter.
Sample 1
Ownership and Transfer Limitations. Each of Clarion and Clarion Fund has received complete copies of the Company's Certificate of Incorporation ("Certificate of Incorporation"), understands the restrictions on ownership and transfer of ownership in the Company included in Article 12 of the Certificate of Incorporation and as described in the Prospectus and the documents incorporated by reference therein, and shall comply with such restrictions contained therein.
Sample 1
Ownership and Transfer Limitations. First Union has received a copy of the Articles of Incorporation of Newkirk, and understands, and wxxx xx in compliance with, the restrictions on transfer and ownership of Newkirk's Capital Stock includex xxxxxxx at the Closing and at all times thereafter.
Sample 1

Related to Ownership and Transfer Limitations

  • Ownership and Transfer Except as expressly permitted by or pursuant to this Agreement or the other Loan Documents, own any property of any kind other than the Mortgaged Property, or Transfer any Mortgaged Property or any portion thereof.

  • Ownership and Transfer of Shares The Trust or a transfer or similar agent for the Trust shall maintain a register containing the names and addresses of the Shareholders of each Series and Class thereof, the number of Shares of each Series and Class held by such Shareholders, and a record of all Share transfers. The register shall be conclusive as to the identity of Shareholders of record and the number of Shares held by them from time to time. The Trustees may authorize the issuance of certificates representing Shares and adopt rules governing their use. The Trustees may make rules governing the transfer of Shares, whether or not represented by certificates. Except as otherwise provided by the Trustees, Shares shall be transferable on the books of the Trust only by the record holder thereof or by his duly authorized agent upon delivery to the Trustees or the Trust's transfer agent of a duly executed instrument of transfer, together with a Share certificate if one is outstanding, and such evidence or the genuineness of each such execution and authorization and of such other matters as may be required by the Trustees. Upon such delivery, and subject to any further requirements specified by the Trustees or contained in the By-laws, the transfer shall be recorded on the books of the Trust. Until a transfer is so recorded, the Shareholder of record of Shares shall be deemed to be the holder of such Shares for all purposes hereunder and neither the Trustees nor the Trust, nor any transfer agent or registrar or any officer, employee or agent of the Trust, shall be affected by any notice of a proposed transfer.

  • Transfer Limitations We may limit the dollar amount or the number of transfers from your account. Please consult your Truth-in-Savings Disclosure or your Electronic Fund Transfers Agreement and Disclosure.

  • Ownership and Control All components of the Placer County Technology Platform, including voicemail, email messages sent and received, files and records created or placed on any County file server, and all data placed onto or accessed by the County’s computer network including internet access, are and remain either the property of or under the control of Placer County and not the User.

  • Ownership and Licenses 54 Section 16.01 Property damage.....................................................................................................................55 Section 16.02 Risk of Loss.............................................................................................................................55 Section 16.03 Limitation of HHSC’s Liability..................................................................................................55 Section 17.01 Insurance Coverage................................................................................................................55 Section 17.02 Performance Bond..................................................................................................................57 Section 17.03 TDI Fidelity Bond.....................................................................................................................57

  • Ownership and Title Motorola, its licensors, and its suppliers retain all of their proprietary rights in any form in and to the Software and Documentation, including, but not limited to, all rights in patents, patent applications, inventions, copyrights, trademarks, trade secrets, trade names, and other proprietary rights in or relating to the Software and Documentation (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de-compilations, disassemblies, emulations to or derivative works from the Software or Documentation, whether made by Motorola or another party, or any improvements that result from Motorola’s processes or, provision of information services). No rights are granted to Licensee under this Agreement by implication, estoppel or otherwise, except for those rights which are expressly granted to Licensee in this Agreement. All intellectual property developed, originated, or prepared by Motorola in connection with providing the Software, Designated Products, Documentation or related services, remains vested exclusively in Motorola, and Licensee will not have any shared development or other intellectual property rights.

  • Ownership and Liens The Borrower has title to, or valid leasehold interests in, all of its properties and assets, real and personal, including the properties and assets and leasehold interests reflected in the financial statements referred to in Section 4.04 (other than any properties or assets disposed of in the ordinary course of business), and none of the properties and assets owned by the Borrower and none of its leasehold interests is subject to any Lien, except such as may be permitted pursuant to Section 6.01 of this Agreement.

  • Ownership and Rights a. Electronic Access, including any database, any software (including for the avoidance of doubt, Proprietary Software) and any proprietary data, processes, scripts, information, training materials, manuals or documentation made available as part of the Electronic Access (collectively, the “Information”), are the exclusive and confidential property of XXX Xxxxxx xxx/xx XXX Xxxxxx’s suppliers. You may not use or disclose the Information except as expressly authorized by these Terms and Conditions. You will, and will cause Users and Your third parties and their users, to keep the Information confidential by using the same care and discretion that You use with respect to Your own confidential information, but in no event less than reasonable care. b. The provisions of this paragraph will not affect the copyright status of any of the Information which may be copyrighted and will apply to all Information whether or not copyrighted. c. Nothing in these Terms and Conditions will be construed as giving You or Users any license or right to use the trade marks, logos and/or service marks of BNY Mellon, its affiliates, its Information Providers or BNY Mellon’s Suppliers. d. Any Intellectual Property Rights and any other rights or title not expressly granted to You or Users under these Terms and Conditions are reserved to BNY Mellon, its Information Providers and BNY Mellon’s Suppliers. “Intellectual Property Rights” includes all copyright, patents, trademarks and service marks, rights in designs, moral rights, rights in computer software, rights in databases and other protectable lists of information, rights in confidential information, trade secrets, inventions and know-how, trade and business names, domain names (including all extensions, revivals and renewals, where relevant) in each case whether registered or unregistered and applications for any of them and the goodwill attaching to any of them and any rights or forms of protection of a similar nature and having equivalent or similar effect to any of them which may subsist anywhere in the world.

  • Ownership and Use (A) Unless CITY states otherwise in writing, each document— including, but not limited to, each report, draft, record, drawing, or specification (collectively, “work product”)— that CONSULTANT prepares, reproduces, or causes its preparation or reproduction for this Agreement is CITY’s exclusive property. (B) CONSULTANT acknowledges that its use of the work product is limited to the purposes contemplated by the Scope of Work. CONSULTANT makes no representation of the work product’s application to, or suitability for use in, circumstances not contemplated by the Scope of Work.

  • Ownership and Restrictions 4.1 You retain all ownership and intellectual property rights in and to Your Content and Your Applications. Oracle or its licensors retain all ownership and intellectual property rights to the Services, including Oracle Programs and Ancillary Programs, and derivative works thereof, and to anything developed or delivered by or on behalf of Oracle under this Agreement. 4.2 You may not, and may not cause or permit others to: a) remove or modify any program markings or any notice of Oracle’s or its licensors’ proprietary rights; b) make the programs or materials resulting from the Services (excluding Your Content and Your Applications) available in any manner to any third party for use in the third party’s business operations (unless such access is expressly permitted for the specific Services You have acquired); c) modify, make derivative works of, disassemble, decompile, reverse engineer, reproduce, distribute, republish or download any part of the Services (the foregoing prohibitions include but are not limited to review of data structures or similar materials produced by programs), or access or use the Services in order to build or support, and/or assist a third party in building or supporting, products or Services competitive to Oracle; d) perform or disclose any benchmark or performance tests of the Services, including the Oracle Programs; e) perform or disclose any of the following security testing of the Services Environment or associated infrastructure: network discovery, port and service identification, vulnerability scanning, password cracking, remote access testing, or penetration testing; and f) license, sell, rent, lease, transfer, assign, distribute, host, outsource, permit timesharing or service bureau use, or otherwise commercially exploit or make available the Services, Oracle Programs, Ancillary Programs, Services Environments or Oracle materials to any third party, other than as expressly permitted under the terms of the applicable order.

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