Restrictions on Assignment and Transfer Sample Clauses

Restrictions on Assignment and Transfer. Upon written notice to the Authority, the District shall have the right to assign this Agreement as may be necessary to facilitate the issuance of the Bonds or the payment of any Bond Requirements. Except in connection with issuing the Bonds, the payment of any Bond Requirements, or the exercise of remedies with respect thereto, the District shall not assign all or any part of this Agreement without the prior written consent of the Authority. No voluntary or involuntary successor in interest of the District shall acquire any rights or powers under this Agreement except as expressly set forth in this Agreement. Developer shall have the right to assign this Agreement provided that the controlling persons of Developer as of the date of this Agreement shall be the controlling interested persons in the assignee. For purposes of this definition and this Agreement, “control” means the power to direct the management and policies of a person through the ownership of at least a majority of its voting securities or otherwise, or the right to designate or elect at least a majority of the members of its governing body by contract or corporate membership rights or otherwise; and the term “person” means an individual, association, unincorporated organization, corporation (for profit or nonprofit), limited liability company, partnership, joint venture, business trust or government or agency or a political subdivision thereof, or any other entity. No other assignment is permitted without the express written consent of the Authority.
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Restrictions on Assignment and Transfer. Except as expressly provided in this XXXX, you may not sublicense, assign, or transfer this license or XXXX to another party. Any attempt to sublicense, assign or transfer any of the rights, duties or obligations under this XXXX shall be null and void and without any legal effect.
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Restrictions on Assignment and Transfer. Owing to the nature of the P3 Project, including the selection of Vintage because of its unique qualifications and ownership of (or unconditional right to acquire) the Vintage Property, no assignment of the rights granted to Vintage under this Agreement shall occur without the prior written consent of ADOT and the City, which consent may be given or withheld in ADOT’s and the City’s reasonable discretion. Any purported assignment, transfer or conveyance in violation of this Section shall be void and shall vest no rights in the purported assignee or transferee.
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Restrictions on Assignment and Transfer. Except as otherwise permitted pursuant to this Agreement, no Person may assign such Person’s rights and obligations under this Agreement, in whole or in part, without the prior written consent of the Sponsor Investors, except to any Permitted Transferee of a Holder who has received any Registrable Securities in any Transfer by such Holder and has agreed in writing to be bound by the provisions of this Agreement affecting the Registrable Securities so Transferred. Any such assignee may not again assign those rights, other than in accordance with this Section 9(b). Any transfer or assignment, or attempted transfer or assignment, of Registrable Securities or rights or obligations relating thereto in violation of any provision of this Agreement will be void, and the Company will not record such transfer or assignment on its books or treat any purported transferee or assignee of such Registrable Securities, or such rights or obligations, as the owner or holder thereof for any purpose (but the Company will be entitled to enforce against such Person the obligations hereunder).
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Restrictions on Assignment and Transfer. The Developer shall not assign or otherwise transfer any right or interest in this Agreement, including any right in the Property, without the Authority’s prior written consent. For the purposes of this Agreement, transfer shall include a change in the identity of the parties in control of the Developer. Prior to the Effective Date the Developer shall disclose to Seller all parties who have an interest in the Developer. Notwithstanding the foregoing, the Developer may assign or otherwise transfer its interest in this Agreement to any affiliate that is wholly-owned or wholly-controlled by the Developer, without obtaining the Authority’s consent; provided, however, the Developer shall first notify the Executive Director of the Authority and the City Attorney of the City of Englewood in writing of any such assignment or transfer at least ten (10) days prior to the effective date thereof to confirm compliance with this Agreement. In such notice, the Developer shall disclose (a) all parties who have an interest in the Developer and (b) notify the Authority of any and all changes whatsoever in the identity of the parties in control of the Developer, or the degree thereof. No voluntary or involuntary successor in interest of the Developer shall acquire any rights or powers under this Agreement except as expressly set forth herein. The provisions of this Section 7.13 shall terminate upon Completion of Construction of the Improvements. Approval of a transfer by the Authority shall not relieve the Developer of its obligations hereunder unless the Authority agrees in writing.
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Restrictions on Assignment and Transfer. Except as permitted by the Resolutions, BellSouth shall not sell, assign, pledge, hypothecate or otherwise transfer, other than to an affiliate of BellSouth, (i) this Agreement or any of its rights or obligations hereunder or (ii) any of its right, title or interest in the shares of Series A Preferred Stock issued pursuant to this Agreement. Any sale, assignment, pledge, hypothecation or other transfer in violation of this Section 9.1 shall be void ab initio and the purported transferee shall acquire no rights in any of the foregoing.
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Restrictions on Assignment and Transfer 
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Related to Restrictions on Assignment and Transfer

  • Restrictions on Assignment Unless otherwise provided in a cooperative’s articles or bylaws, a would-be contributor’s rights under a contribution rights agreement shall not be assigned, in whole or in part, to a person who was not a member at the time of the assignment, unless all the members approve the assignment by unanimous written consent.

  • Restrictions on Assignments (a) No Seller Party may assign its rights, or delegate its duties hereunder or any interest herein without the prior written consent of the Agents (except a Seller Party may delegate certain administrative duties to an Affiliate, such as payroll, financial reporting, tax and the like, so long as such Seller Party remains liable for performance of such duties). (b) This Agreement and the Purchasers’ rights and obligations herein (including ownership of the Asset Interest) shall be assignable by the Purchasers and their successors and assigns to any Eligible Assignee (including, without limitation, pursuant to a Liquidity Agreement). Each assignor of an Asset Interest or any interest therein shall notify the Administrative Agent, the Purchaser Agent of such assignor’s Purchaser Group and the Seller of any such assignment. Each assignor of a Asset Interest or any interest therein may, in connection with any such assignment, disclose to the assignee or potential assignee any information relating to any Seller Party or any Originator, furnished to such assignor by or on behalf of such Seller Party or by any Agent; provided that, prior to any the disclosure of any Seller Information, the assignee or potential assignee agrees to preserve the confidentiality of any such information which is confidential in accordance with the provisions of Section 14.7 hereof. (c) Each Liquidity Bank may assign to any Eligible Assignee or to any other Liquidity Bank all or a portion of its rights and obligations under this Agreement (including, without limitation, all or a portion of any Asset Interest therein owned by it); provided, however, that (i) each such assignment shall be of a constant, and not a varying, percentage of all rights and obligations under this Agreement, (ii) the amount being assigned pursuant to each such assignment (determined as of the date of the Assignment and Acceptance Agreement with respect to such assignment) shall in no event be less than the lesser of (x) $10,000,000 and (y) such Liquidity Bank’s Percentage of its Purchaser Group’s Purchaser Group Limit in effect at such time, (iii) the parties to each such assignment shall execute and deliver to the Administrative Agent and the Purchaser Agent in such Liquidity Bank’s Purchaser Group, an Assignment and Acceptance Agreement, and (iv) to the extent applicable, concurrently with such assignment, such assignor Liquidity Bank shall assign to such assignee Liquidity Bank or other Eligible Assignee an equal percentage of its rights and obligations under any Liquidity Agreement. (d) Notwithstanding any other provision of this Section 12.1, (i) any Liquidity Bank may at any time pledge or grant a security interest in all or any portion of its rights (including, without limitation, rights to payment of Earned Discount) under this Agreement or under any Liquidity Agreement to secure obligations of such Liquidity Bank to a Federal Reserve Bank, without notice to or consent of the Seller or any Agent; provided that no such pledge or grant of a security interest shall release a Liquidity Bank from any of its obligations hereunder or under such Liquidity Agreement, as the case may be, or substitute any such pledgee or grantee for such Liquidity Bank as a party hereto or to such Liquidity Agreement, as the case may be; and (ii) each Purchaser may assign and grant a security interest in all of its rights in the Transaction Documents, together with all of its rights and interest in the Asset Interest, to secure such Purchaser’s obligations under or in connection with the Commercial Paper Notes, the related Liquidity Agreement, and certain other obligations of such Purchaser incurred in connection with the funding of the Purchases and Reinvestments hereunder, which assignment and grant of a security interest shall not be considered an “assignment” prior to the enforcement of such security interest, for purposes of any provision of this Agreement.

  • Limitations on Assignment Except as specifically provided in Section 22.02 hereof, this Agreement may not be assigned or otherwise transferred by any of the Parties without the express prior written consent of the ISO Board which consent shall not be unreasonably withheld or delayed. Any person to which an assignment or transfer is made shall be required to demonstrate, to the reasonable satisfaction of the ISO Board, that it is capable of fulfilling the requirements of this Agreement, and such assignee shall pay all costs and expenses, including reasonable attorney fees, in connection with such assignment. Unless otherwise expressly provided in a written instrument approved by the ISO Board in connection with the consummation of such assignment or transfer, any such assignment or other transfer by a Party of any of its rights and obligations under this Agreement shall not release, or in any way modify, the assigning or transferring party’s liability for the performance of its obligations hereunder.

  • Assignment and Transfers Except as the Committee may otherwise permit pursuant to the Plan, the rights and interests of the Participant under this Agreement may not be sold, assigned, encumbered or otherwise transferred except, in the event of the death of the Participant, by will or by the laws of descent and distribution. In the event of any attempt by the Participant to alienate, assign, pledge, hypothecate, or otherwise dispose of the Stock Units or any right hereunder, except as provided for in this Agreement, or in the event of the levy or any attachment, execution or similar process upon the rights or interests hereby conferred, the Company may terminate the Stock Units by notice to the Participant, and the Stock Units and all rights hereunder shall thereupon become null and void. The rights and protections of the Company hereunder shall extend to any successors or assigns of the Company and to the Company’s parents, subsidiaries, and affiliates. This Agreement may be assigned by the Company without the Participant’s consent.

  • Assignment and Transfer The Member may assign or transfer in whole but not in part its limited liability company interest to a single acquiror.

  • Restrictions on Transfer and Pledge The Option may not be pledged, encumbered, or hypothecated to or in favor of any party other than the Company or a Parent or Subsidiary, or be subject to any lien, obligation, or liability of the Optionee to any other party other than the Company or a Parent or Subsidiary. The Option is not assignable or transferable by the Optionee other than by will or the laws of descent and distribution. The Option may be exercised during the lifetime of the Optionee only by the Optionee.

  • ASSIGNMENT AND TRANSFER SIGNATURE LINES FOR VALUE RECEIVED, the undersigned Holder hereby sell(s), assign(s) and transfer(s) unto ______________________________ whose taxpayer identification number is _______________________ and whose address including postal zip code is ____________________________, the within Receipt and all rights thereunder, hereby irrevocably constituting and appointing ________________________ attorney-in-fact to transfer said Receipt on the books of the Depositary with full power of substitution in the premises.

  • Restriction on Assignment No party to this Agreement may assign or transfer all or any part of its rights or obligations under this Agreement except as provided in this Section 10.

  • Assignments and Transfers by Investors The provisions of this Agreement shall be binding upon and inure to the benefit of the Investors and their respective successors and assigns. An Investor may transfer or assign, in whole or from time to time in part, to one or more persons its rights hereunder in connection with the transfer of Registrable Securities by such Investor to such person, provided that such Investor complies with all laws applicable thereto and provides written notice of assignment to the Company promptly after such assignment is effected.

  • Restrictions on Sale This Debenture has not been registered under the Securities Act of 1933, as amended (the "Act") and is being issued under Section 4(2) of the Act and Rule 506 of Regulation D promulgated under the Act. This Debenture and the Common Stock issuable upon the conversion thereof may only be sold pursuant to registration under or an exemption from the Act.

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