Substitution of Transferee Sample Clauses

Substitution of Transferee. Following a transfer under this Section 2.1, the transferee shall be substituted for, and shall enjoy the same rights, and be subject to the same obligations, as the transferring Shareholder with respect to the transferred Shares, except that in the case of any transfer other than a transfer from an SPE Shareholder or a Permitted Transferee, such transferee shall not have any rights pursuant to Section 5.4.
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Substitution of Transferee. A Member shall have the right to substitute a transferee as a Member in his place but only if such transferee is a permitted transferee under Section 11.3, in which event such substitution shall occur if the Member so provides.
Sample 1
Substitution of Transferee. For purposes of Section 9.1(c)(ii), the Managing General Partner hereby consents to the admission to the Partnership as a Limited Partner or a substituted Limited Partner of a corporation, all of whose outstanding capital stock is owned by RIMCO Partners, L.P. XX, XXMCO Partners, L.P. III, RIMCO Partners, L.P. XX xxx/or any future limited partnership that is managed by Resource Investors Management Company and whose purpose and investor profile is similar to such existing RIMCO limited partnerships.
Sample 1
Substitution of Transferee. The Buyer may elect, by giving notice to the Seller not less than five Business Days prior to the intended Closing Date, to have the Shares transferred by the Seller to such Affiliate of the Buyer as the Buyer may nominate in such notice, provided that, the Buyer shall remain a Party to this Agreement and such election shall not affect the obligations of the Buyer pursuant to this Agreement including, without limitation, as to payment of the Equity Purchase Price.
Sample 1
Substitution of Transferee. Upon becoming a party to this Agreement, (a) if and to the extent elected by the Majority Crestview Stockholders, a transferee of any Crestview Stockholder shall be substituted for, and shall enjoy the same rights and be subject to the same obligations as, the transferring Crestview Stockholder hereunder with respect to the Common Shares transferred to such transferee and (b) a transferee of a Non-Crestview Stockholder shall be substituted for, and shall enjoy the same rights and be subject to the same obligations as, such transferring Non-Crestview Stockholder hereunder with respect to the Common Shares transferred to such transferee.
Sample 1

Related to Substitution of Transferee

  • Admission of Transferee as Member (a) A transferee of a Membership Interest desiring to be admitted as a Member must execute a counterpart of, or an agreement adopting, this Agreement and, except as permitted by paragraph (b) below, shall not be admitted without unanimous affirmative vote of the Managers, which vote must include the affirmative vote of each Independent Manager. Upon admission of the transferee as a Member, the transferee shall have the rights, powers and duties and shall be subject to the restrictions and liabilities of the Member under this Agreement and the LLC Act. The transferee shall also be liable, to the extent of the Membership Interest transferred, for the unfulfilled obligations, if any, of the transferor Member to make capital contributions to the Company, but shall not be obligated for liabilities unknown to the transferee at the time such transferee was admitted as a Member and that could not be ascertained from this Agreement. Except as set forth in paragraph (b) below, whether or not the transferee of a Membership Interest becomes a Member, the Member transferring the Membership Interest is not released from any liability to the Company under this Agreement or the LLC Act.

  • Effectuation of Transfers Each of the representations and warranties of the Borrower contained in this Agreement (and all corresponding definitions) are made after giving effect to the Transactions, unless the context otherwise requires.

  • Registration of Transfer The Warrant Agent shall register the transfer, from time to time, of any outstanding Warrant upon the Warrant Register, upon surrender of such Warrant for transfer, properly endorsed with signatures properly guaranteed and accompanied by appropriate instructions for transfer. Upon any such transfer, a new Warrant representing an equal aggregate number of Warrants shall be issued and the old Warrant shall be cancelled by the Warrant Agent. The Warrants so cancelled shall be delivered by the Warrant Agent to the Company from time to time upon request.

  • Instruments of Transfer The Stockholder is delivering to LandCARE certificates representing all of the Shares, duly endorsed (or accompanied by duly executed stock powers).

  • Effect of Transfer If Landlord consents to a Transfer, (i) the terms and conditions of this Lease shall in no way be deemed to have been waived or modified, (ii) such consent shall not be deemed consent to any further Transfer by either Tenant or a Transferee, (iii) Tenant shall deliver to Landlord, promptly after execution, an original executed copy of all documentation pertaining to the Transfer in form reasonably acceptable to Landlord, (iv) Tenant shall furnish upon Landlord’s request a complete statement, certified by an independent certified public accountant, or Tenant’s chief financial officer, setting forth in detail the computation of any Transfer Premium Tenant has derived and shall derive from such Transfer, and (v) no Transfer relating to this Lease or agreement entered into with respect thereto, whether with or without Landlord’s consent, shall relieve Tenant or any guarantor of the Lease from any liability under this Lease, including, without limitation, in connection with the Subject Space. Landlord or its authorized representatives shall have the right at all reasonable times to audit the books, records and papers of Tenant relating to any Transfer, and shall have the right to make copies thereof. If the Transfer Premium respecting any Transfer shall be found understated, Tenant shall, within thirty (30) days after demand, pay the deficiency, and if understated by more than two percent (2%), Tenant shall pay Landlord’s costs of such audit.

  • Notice of Transfers In the event of any transfer of funds or Financial Assets to the Reserve Account pursuant to any provision of Section 4, Secured Party, or Pledgor, as the case may be, shall promptly, after initiating or sending out written instructions with respect to such transfer, give notice to the other such party by facsimile of the date and amount of such transfer.

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