Prohibited Transfers and Changes of Control. Except as set out in Section 7.3, Banro and the Seller shall not, and shall ensure that the Twangiza Holdcos and any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c), holding Project Assets, does not during the Delivery Period: (a) Transfer, in whole or in part, directly or indirectly, the Project Assets or any right, title or interest therein; or (b) agree to, or enter into any agreement, arrangement or other transaction with any person that would cause, or otherwise allow or permit to exist, a Change of Control of any Banro Group Entity, including any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c), holding Project Assets.
Appears in 5 contracts
Samples: Gold Purchase and Sale Agreement (Banro Corp), Gold Purchase and Sale Agreement (Banro Corp), Gold Purchase and Sale Agreement (Banro Corp)
Prohibited Transfers and Changes of Control. Except as set out in Section 7.38.3, Banro and the Seller shall not, and shall ensure that the Twangiza Namoya Holdcos and any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c8.3(c), holding Project Assets, does not during the Delivery Period:
(a) Transfer, in whole or in part, directly or indirectly, the Project Assets or any right, title or interest therein; or
(b) agree to, or enter into any agreement, arrangement or other transaction with any person that would cause, or otherwise allow or permit to exist, a Change of Control of any Banro Group Entity, including any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c8.3(c), holding Project Assets.
Appears in 3 contracts
Samples: Support Agreement (Banro Corp), Support Agreement (Banro Corp), Gold Purchase and Sale Agreement (Banro Corp)
Prohibited Transfers and Changes of Control. Except as set out in Section 7.3, Banro and the Seller shall not, and shall ensure that the Twangiza Namoya Holdcos and any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c), holding Project Assets, does not during the Delivery Period:
(a) Transfer, in whole or in part, directly or indirectly, the Project Assets or any right, title or interest therein; or
(b) agree to, or enter into any agreement, arrangement or other transaction with any person that would cause, or otherwise allow or permit to exist, a Change of Control of any Banro Group Entity, including any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c), holding Project Assets.
Appears in 2 contracts
Samples: Gold Purchase and Sale Agreement (Banro Corp), Gold Purchase and Sale Agreement (Banro Corp)
Prohibited Transfers and Changes of Control. Except as set out in Section 7.38.3, Banro and the Seller shall not, and shall ensure that the Twangiza Holdcos and any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c8.3(c), holding Project Assets, does not during the Delivery Period:
(a) Transfer, in whole or in part, directly or indirectly, the Project Assets or any right, title or interest therein; or
(b) agree to, or enter into any agreement, arrangement or other transaction with any person that would cause, or otherwise allow or permit to exist, a Change of Control of any Banro Group Entity, including any subsidiary of the Seller or Banro to which the Project Assets have been Transferred in accordance with Section 7.3(c8.3(c), holding Project Assets.
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