Purchaser Assignment Sample Clauses

Purchaser Assignment. During the Investor Approval Period, upon written notice to the Company, the Purchaser shall be permitted to assign any of its rights hereunder to any Person to whom the Purchaser has transferred any of its Class B Units or Registrable Securities (as defined in the Investors’ and Registration Rights Agreement) in compliance with the Basic Documents and such transferor shall become “Purchaser” hereunder upon its execution of a written joinder hereto; provided, that such successor “Purchaser” must be an Affiliate controlled by Blackstone Management Partners L.L.C. or the Blackstone Group L.P.
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Purchaser Assignment. This Agreement is personal to Purchaser, and Purchaser may not assign this Agreement without the prior written consent of Seller, which may be granted or denied in Seller’s sole and absolute discretion. Any purported attempted assignment of this Agreement without Seller's written consent, shall be voidable and shall place Purchaser in default under Section 13 above, at the option to Seller. Seller's refusal to consent to an assignment of this Agreement shall not entitle Purchaser to terminate this Agreement or give Purchaser any rights or claims for damages against Seller.
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Purchaser Assignment. Purchaser may, without the consent of Seller, assign this Agreement, or assign or delegate its rights and obligations under this Agreement, in whole or in part, if such assignment or delegation is made to: (a) any successor to Purchaser where such assignment does not occur by operation of Law; (b) a Person (other than a natural person) providing wholesale or retail electric service in Utah; or (c) a Person (other than a natural person) as otherwise required by Law and, in each case, such assignee or delegatee enters into an assignment and assumption agreement, in form and substance satisfactory to Seller, pursuant to which such assignee or delagatee assumes all of Purchaser’s obligations hereunder and otherwise agrees to be bound by the terms of this Agreement. Purchaser shall provide Seller with written notice of any such assignment.
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Purchaser Assignment. Notwithstanding anything herein to the contrary, and for all purposes of this Agreement and the transactions contemplated hereby, the Company and the Purchaser agree that the Purchaser shall be entitled to assign its rights to purchase the Purchased Assets and its obligations to assume the Assumed Liabilities to any one or more Affiliates of the Purchaser, provided that with respect to any such assignment prior to the end of the Earnout Period (a) each assignee Affiliate agrees to be bound by the terms and conditions of this Agreement in the place of Purchaser, and (b) Purchaser agrees to guaranty and remain liable for its Affiliates' performance under this Agreement.
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Purchaser Assignment. Purchaser shall have the right to assign this Contract at its sole election and without further consent of Seller provided that such assignment is effected to an entity organized as a corporation, limited liability company, limited partnership, limited liability limited partnership, partnership or joint venture, the controlling ownership and/or management of which resides in Purchaser, so long as such assignee assumes, in writing in an instrument delivered promptly to Seller, all obligations of Purchaser under this Contract. Shall not be assigned to an unrelated third party.
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Purchaser Assignment. Purchaser may, without the consent of Seller, assign this Agreement, or assign or delegate its rights and obligations under this Agreement, in whole or in part, if such assignment or delegation is made to: (a) PacifiCorp d/b/a Rocky Mountain Power; (b) any successor to Purchaser, provided such successor is a public utility holding a certificate of public convenience and necessity granted by the UPSC pursuant to [Utah Code Provision], where such assignment does not occur by operation of Law; (c) a Person (other than a natural person) providing wholesale or retail electric service in Utah; or (d) a Person (other than a natural person) as otherwise required by Law and, in each case, such assignee or delegatee enters into an assignment and assumption agreement, in form and substance satisfactory to Seller, pursuant to which such assignee or delagatee assumes all of Purchaser’s obligations hereunder and otherwise agrees to be bound by the terms of this Agreement. Purchaser shall provide Seller with written notice of any such assignment.
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Related to Purchaser Assignment

  • Transfer/Assignment (A) Subject to compliance with clause (B) of this Section 7, this Warrant and all rights hereunder are transferable, in whole or in part, upon the books of the Company by the registered holder hereof in person or by duly authorized attorney, and a new warrant shall be made and delivered by the Company, of the same tenor and date as this Warrant but registered in the name of one or more transferees, upon surrender of this Warrant, duly endorsed, to the office or agency of the Company described in Section 3. All expenses (other than stock transfer taxes) and other charges payable in connection with the preparation, execution and delivery of the new warrants pursuant to this Section 7 shall be paid by the Company. (B) The transfer of the Warrant and the Shares issued upon exercise of the Warrant are subject to the restrictions set forth in Section 4.4 of the Purchase Agreement. If and for so long as required by the Purchase Agreement, this Warrant shall contain the legends as set forth in Section 4.2(a) of the Purchase Agreement.

  • TEACHER ASSIGNMENT A. No later than thirty (30) days prior to the end of the school year, all teachers shall be given an opportunity to voluntarily fill out preference sheets indicating their preferences, in order of priority, of grade level and type of program on that grade level, with the understanding that where reasonably possible such preferences will be honored. B. Not later than the last work day for teachers in June all teachers shall be given written notice of their assignments for the forthcoming year. Teachers shall be given an opportunity to discuss their assignments with their Principals. If the Principal proposes changes to the assignment which may include transfer to another school, all teachers affected shall be notified promptly. Changes in teachers’ assignments later than the fifteenth day of August preceding the commencement of the school year shall be made only in an emergency situation. An emergency situation shall be defined as provided for in Article I, Section 1.5. C. No change in assignment during the school year shall be made without ten (10) school days notice and discussion prior to the change. D. Any assignment in addition to or in lieu of the normal teaching schedule, during the regular school year, shall not be obligatory but shall be with the consent of the teacher. Such assignments will be given to teachers regularly employed in the school system on a rotating basis.

  • Contract Assignment You cannot assign this contract to another person nor sublet any part of the premises.

  • Room Assignment The Landlord will assign rooms in accordance with the current assignment practice set by Residence Services. The Landlord reserves the right to transfer or move Tenants when deemed necessary. Tenants failing to arrive within 48 hours of the specified move-in date, without informing Residence Services of the delay, will lose their room assignment.

  • Other Assignments Except as otherwise expressly provided in this Agreement, the provisions of this Agreement shall inure to the benefit of and be binding upon, the successors and permitted assigns of the parties. Neither party shall assign or transfer its rights or obligations under this Agreement without the prior written consent of the other party, which shall not be unreasonably withheld.

  • Shift Assignment Should the University elect to establish a shift on any other schedule than the regular day shift (Monday through Friday) or to assign employees to work on any such shift, the employee(s) with the most seniority in the classification affected or to be assigned on such shift shall have preference in moving to such shift. If an insufficient number of employees in the classification elect to move to such shift, then the employee(s) with the least seniority in the classification shall be assigned to such shift. If positions or shifts are reduced or eliminated or movement of personnel to other shifts is required, then the seniority of the affected employee will prevail in the selection of shift, provided the affected employee can do the required work. Such shift preference is only applicable within the employee's classification.

  • Deed; Xxxx of Sale; Assignment To the extent required and permitted by applicable law, this Agreement shall also constitute a “deed,” “xxxx of sale” or “assignment” of the assets and interests referenced herein.

  • The Assignment On or prior to the Purchase Date, World Omni will execute and deliver the RPA Assignment.

  • Sale and Assignment of Master Servicing The Master Servicer may sell and assign its rights and delegate its duties and obligations in its entirety as Master Servicer under this Agreement and EMC may terminate the Master Servicer without cause and select a new Master Servicer; provided, however, that: (i) the purchaser or transferee accepting such assignment and delegation (a) shall be a Person which shall be qualified to service mortgage loans for Fannie Mae or Freddxx Xxx; (x) shxxx xxxe a net worth of not less than $10,000,000 (unless otherwise approved by each Rating Agency pursuant to clause (ii) below); (c) shall be reasonably satisfactory to the Trustee (as evidenced in a writing signed by the Trustee); and (d) shall execute and deliver to the Trustee an agreement, in form and substance reasonably satisfactory to the Trustee, which contains an assumption by such Person of the due and punctual performance and observance of each covenant and condition to be performed or observed by it as master servicer under this Agreement, any custodial agreement from and after the effective date of such agreement; (ii) each Rating Agency shall be given prior written notice of the identity of the proposed successor to the Master Servicer and each Rating Agency's rating of the Certificates in effect immediately prior to such assignment, sale and delegation will not be downgraded, qualified or withdrawn as a result of such assignment, sale and delegation, as evidenced by a letter to such effect delivered to the Master Servicer and the Trustee; (iii) the Master Servicer assigning and selling the master servicing shall deliver to the Trustee an Officer's Certificate and an Opinion of Independent Counsel, each stating that all conditions precedent to such action under this Agreement have been completed and such action is permitted by and complies with the terms of this Agreement; and (iv) in the event the Master Servicer is terminated without cause by EMC, EMC shall pay the terminated Master Servicer a termination fee equal to 0.25% of the aggregate Scheduled Principal Balance of the Mortgage Loans at the time the master servicing of the Mortgage Loans is transferred to the successor Master Servicer. No such assignment or delegation shall affect any liability of the Master Servicer arising prior to the effective date thereof.

  • SUBLET/ASSIGNMENT The Lessee may not transfer or assign this Lease, or any right or interest hereunder or sublet said leased Premises or any part thereof without first obtaining the prior written consent and approval of the Lessor.

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