RESALE AND ASSIGNMENT Clause Samples

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RESALE AND ASSIGNMENT. 14.1.1 The PURCHASER may not resell the PROPERTY prior to registration of transfer except with the prior written consent of the SELLER who shall charge a fee in respect of such resale for documentation, vetting of the new purchaser, obtaining legal advice, administration fee etc. in an amount of 2% (two percent) of the resale price. 14.1.2 Any sale, assignment, disposition or transfer of the PROPERTY or any part thereof shall be on the SELLER’S Standard Resale Agreement in respect of THE RIDGE.
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RESALE AND ASSIGNMENT. (a) Any sale, assignment, disposition or transfer of the UNIT or any part thereof at any time entered into after the transfer shall be on the Seller’s Standard Resale Agreement in respect of the Fairmont Hotel Units and shall not be of any legal effect unless: (i) the Purchaser has paid any and all outstanding expenses regarding registration, transfer and related fees as required by the relevant South African Governmental Authorities, ZEMA, the Body Corporate and IZOA to effect the transfer and issue of title; (ii) the Purchaser has paid all amounts outstanding to the Hotel in terms of any agreement; (iii) the Purchaser has paid all outstanding levies, to the extent the Purchaser is responsible for same pursuant to Clause 7; (iv) the Purchaser has paid any amounts owing in relation to facilities or services as provided under this Agreement; (v) the transferee, in a manner acceptable to ▇▇▇▇ and ▇▇▇▇, agrees to become a member and is admitted as a member of IZOA and ZEMA. (vi) the transferee and, in the event of the transferee being an artificial person, its nominee(s), being accepted as composite member(s) of the Zimbali Country Club if such Membership is a prerequisite of the Club’s Constitution. (vii) the transferee purchases from the Zimbali Country Club at the then market price the requisite number of Debentures if such purchase is a prerequisite of the Club’s Constitution. (b) Notwithstanding the provisions of Clause 10.1, in the event of a breach of this Clause 10.2, the Seller shall be entitled in its absolute discretion to refuse its written approval as required to the sale and transfer of the UNIT until the provisions of this Clause 10 are complied with and no party to this Contract of Sale shall have any claim for damages arising out of the Seller’s refusal to give such written approval. (c) In order to protect the Seller’s rights in this regard, the UNIT shall be transferred to the Purchaser, subject to a condition in the Title Deeds to the UNIT to the effect that the UNIT, or any portion thereof or interest therein shall not be alienated or otherwise transferred without the prior written consent of the Seller first having been obtained, which consent the Seller shall grant provided that the Purchaser has complied with all its obligations in terms of this Contract, and in particular, and in no way detracting from the generality of the aforesaid, has complied with its obligations in terms of this Clause 10. (d) The Purchaser acknowledges that in ...
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RESALE AND ASSIGNMENT. Phosphate rock shall be used in the Buyer’s own plants. It may not be resold as such without the Seller’s written consent. Should the Buyer lose, through transfer of ownership or merger or for any other reason, the property of his plants as they stand at the time of signature of the sale contract, the quantities of product remaining to be delivered shall be assigned, with the Seller’s consent, to the new owners or successors, whether universal or not. The Seller shall however reserve the right simply to cancel the delivery of such quantities and the cancellation in such case shall give rise to no indemnity.
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RESALE AND ASSIGNMENT. Buyer agrees that it will not assign its rights under these terms and conditions to any third party and will not sell any products unless explicitly authorized to do so in writing by Coastal.
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RESALE AND ASSIGNMENT. Buyer may sell, assign or transfer ownership in all or a portion of Buyer's Fractional Interest if all Fees, Personal Charges and any other amounts owed to Rail Car One have been paid in full, and pursuant to any Fractional Interest lien or mortgage holder’s requirements. A related transfer of interest in ▇▇▇▇▇'s Fractional Interest must be in accordance with provisions of the Declaration. A reasonable transfer fee may apply. Developer reserves the right to assign this Agreement including each and every right, obligation and Purchase Price money payment arrangement or other contract that Developer and Buyer may enter into, to parties of Developer's choice without prior notice to or the approval of Buyer. In this event Developer shall notify Buyer of such assignment within 10 days after such assignment has become final.
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RESALE AND ASSIGNMENT. 10.1. Developer’s Right of Pre-emption (a) Should the Purchaser wish to sell the UNIT to any third party Purchaser (“Transferee”), the Seller shall be entitled at its option to require the Purchaser to sell its interest in the UNIT to the Seller or its nominee on terms similar (so far as practicable) including any purchase price payable and including equivalent provisions for the date of completion of the sale to those agreed between the Purchaser and the proposed Transferee. The Purchaser shall be bound to provide the Seller with: (i) A certified copy of the agreement between the Purchaser and the Transferee; and (ii) A warranty that such agreement is a bona fide agreement, made in the open market between the Purchaser and the Transferee at arm’s length. (b) The Seller shall be obliged to give notice to the Purchaser of its intentions to proceed or otherwise with the purchase of the UNIT within thirty (30) days of receipt by the Seller of such copy agreement and warranty as aforesaid. (c) In the event that the Seller does not wish to exercise its right of pre-emption and proceed with the purchase of the UNIT from the Purchaser, the sale of the UNIT to the Transferee may proceed but only on the same terms as intimated to the Seller in accordance with Clause 10.1(a) and subject to the remaining provisions of this Clause 10.
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Related to RESALE AND ASSIGNMENT

  • Sale and Assignment On the terms and conditions set forth herein, effective on and as of the Assignment Date, the Assignor hereby sells, assigns and transfers to the Assignee, and the Assignee hereby purchases and assumes from the Assignor, all of the right, title and interest of the Assignor in and to, and all of the obligations of the Assignor in respect of, the Assigned Interest. Such sale, assignment and transfer is without recourse and, except as expressly provided in this Agreement, without representation or warranty.

  • ▇▇▇▇ of Sale and Assignment ▇▇▇▇ of Sale and Assignment for the Property (the “▇▇▇▇ of Sale”) executed by Seller and Purchaser assigning to Purchaser the Tangible Personal Property, in the form attached to this Agreement as Exhibit D.

  • Transfer and Assignment Party A may assign or transfer any of its rights or delegate any of its duties hereunder to any Affiliate of Party A that has a long-term issuer rating or a rating for its long term, unsecured and unsubordinated indebtedness that is equal to or better than Party A’s credit rating at the time of such assignment or transfer so long as (a) such assignee or transferee is organized under the laws of the United States or any State thereof; (b) Party B will not be required to pay to such assignee or transferee an amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement greater than the amount in respect of which Party B would have been required to pay Party A in the absence of such assignment or transfer; (c) Party B will not receive a payment from which an amount has been withheld or deducted on account of a Tax under Section 2(d)(i) of the Agreement in excess of that which Party A would have been required to so withhold or deduct in the absence of such assignment or transfer, unless Party A would be required to pay to Party B amounts under Section 2(d)(i)(4) of the Agreement in respect of such Tax; and (d) no Event of Default, Potential Event of Default or Termination Event will occur as a result of such assignment or transfer. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Party A to purchase, sell, receive or deliver any Shares or other securities to or from Party B, Party A may designate any of its Affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Party A’s obligations in respect of the Transaction and any such designee may assume such obligations. Party A shall be discharged of its obligations to Party B to the extent of any such performance.

  • Assignment and Assumption of Contracts Two (2) counterpart originals of the Assignment and Assumption of Contracts, duly executed by Buyer.

  • Enurement and Assignment This Agreement shall enure to the benefit of the parties hereto and their respective successors and permitted assigns and shall be binding upon the parties hereto and their respective successors. This Agreement may not be assigned by any party hereto without the prior written consent of each of the other parties hereto.