Transfer Covenants Sample Clauses
A Transfer Covenants clause sets out the conditions and restrictions under which a party may transfer its rights or obligations under an agreement to another party. Typically, this clause may require prior written consent from the non-transferring party, or it may specify certain circumstances where transfers are permitted, such as to affiliates or in connection with a merger. The core function of this clause is to maintain control over who may assume contractual responsibilities or benefits, thereby protecting the interests of the original parties and preventing unwanted or risky assignments.
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Transfer Covenants. Terms of the Subdivision Agreement with the City of Ottawa the covenants shall be incorporated in all Transfers with the express intent that they shall be covenants running with the lands for the benefit of the lands in the subdivision as a building scheme as well as the following covenants:
(a) The Transferee for himself, his heirs, executors, administrators, successors and assigns covenants and agrees that he will not fill in any ditches or ▇▇▇▇▇▇ on the lands described herein or in any road ditch adjacent to the said lands nor install any storm sewer in any such ditches or ▇▇▇▇▇▇ including road ditches adjacent to the said lands without the prior written consent of the City of Ottawa Engineer and 9013466 Canada Corporation or its appointee.
(b) The Transferee for himself, his heirs, executors, administrators, successors and assigns covenants and agrees that any well drilled and any sanitary system installed on the lands herein described shall be located and constructed in accordance with the most stringent requirements of the City of Ottawa and the Ministry of the Environment (MOE) and in particular with any requirements in any Subdivision Agreement affecting these lands.
(c) The Transferee for himself, his heirs, executors, administrators, successors and assigns covenants and agrees that all sump lines must discharge to the roadside ditch and agrees that any sump lines located in the right of way, between the property line and the ditch are the sole responsibility of the property owner. In order to avoid damage to sump discharge lines the line shall either end immediately adjacent to the culvert or at the property line.
Transfer Covenants. The Buyers and the Seller agree to take promptly such steps, and execute and deliver such instruments, corporate resolutions, and other documents, as may be reasonably requested by the Company or the transfer agent of the Company (the “Company Transfer Agent”) to cause the Company to deliver a new certificate or certificates representing the Securities (“New Certificate”) issued in the name of each Buyer to such Buyer.
Transfer Covenants. A Participant that withdraws pursuant to Section 12.2, is a "withdrawing Participant" as the term is used in this Section. If a withdrawing Participant, or the Affiliate of a withdrawing Participant, acquires any interest from a third party within the Area of Interest for twelve (12) months after the effective date of withdrawal, such withdrawing Participant or Affiliate shall be obligated to offer to convey to the non-withdrawing Participant, without cost, any such property or interest so acquired. Such offer shall be made in writing and can be accepted by the non-withdrawing Participant at any time within 45 days after it receives the offer.
Transfer Covenants. 42 12.6 Right to Data After Termination . . . . . . . . . . . . . . . . 42 12.7
Transfer Covenants. At the Partnership Merger Effective Time, (a) Holdings and 8point3 Solar will each execute and deliver to one another the assignment and assumption agreement substantially in the form attached hereto as Exhibit B (the “A&A Agreement”), (b) the General Partner will (i) register the GP Equity Transfer in its books and records and (ii) update its records to reflect 8point3 Solar, or an Affiliate of 8point3 Solar designated by 8point3 Solar (as applicable), as the member of the General Partner and the registered owner of the GP Equity Interest, (c) OpCo will (i) register the IDR Transfer in its books and records and (ii) update its records to reflect 8point3 Solar, or an Affiliate of 8point3 Solar designated by 8point3 Solar (as applicable), as a member of OpCo and the registered owner of the IDRs and (d) Holdings will deliver to 8point3 Solar, or an Affiliate of 8point3 Solar, the resignations of such managers, officers and directors of the General Partner and any of its Subsidiaries as are requested by 8point3 Solar prior to the Closing Date.