Transfer of Capital Sample Clauses

Transfer of Capital. (a) Notwithstanding anything herein to the contrary, each Member who Transfers an Interest (or a portion thereof) shall be deemed to have Transferred (a) in the case of a Common Interest, the entire Common Interest, including the Common Units and Common Capital with respect to such Interest (or, if a portion of a Common Interest is being Transferred, such number of Common Units and a proportionate amount of Common Capital with respect to such Common Units) to the Transferee, or (b) in the case of a Redeemable Interest, the entire Redeemable Interest, including all rights to the Redemption Consideration (or if a portion of a Redeemable Interest is being Transferred, such portion of the right to receive the Redemption Consideration) to the Transferee.
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Transfer of Capital. Upon execution of this Agreement, STN's net ------------------- equity in fixed assets will be transferred from its capital account to FMC's capital account. As per Exhibit L.
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Transfer of Capital. (a) Notwithstanding anything herein to the contrary, each Member who Transfers an Interest (or a portion thereof) shall be deemed to have Transferred (a) in the case of a Common Interest, the entire Common Interest, including the Common Units and Common Capital with respect to such Interest (or, if a portion of a Common Interest is being Transferred, such number of Common Units and a proportionate amount of Common Capital with respect to such Common Units) to the Transferee, or
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Transfer of Capital. 14.1 Except for Clause 14.3, Party A, B or C may, as either Party wishes transfer, in whole or part, its shares of the Joint Venture Company to other Party with prior written notice to the other Parties and approval from the relevant authorities. Party A, B or C shall make the decision within 90 days of receiving the written notice.
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Transfer of Capital. The transfer of the party’s own capital is allowed. During the transfer, the transferee has to accept the transfer first. If the transfer involves a third party who is not a party to the agreement, the third party shall be treated as having incepted, otherwise the transferor shall be treated as having withdrawn.
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Transfer of Capital. 6.3.1 Any Party may sell, assign or transfer (a "Transfer") all or any part of its registered capital interest (an "equity interest") in WEIHAI BARRINGTON, subject to the other Parties' written consent to xxx xxxx Xxxxxxxx, the unanimous affirmative vote of all Directors or the unanimous written consent of all Directors, and the approval of the PRC original Approving Authority. Except as otherwise set forth in Article 6.3.2, in the case of such Transfer by a Party (the "Transferring Party") of all or any portion of its equity interests in WEIHAI BARRINGTON, the other Parties (the "Non-transferring Parties") xxxxx xxxx x xxght of first refusal with respect to such interests to be transferred at the price and on terms and conditions as set forth below. The Transferring Party who intends to Transfer all or any portion of its equity interest in WEIHAI BARRINGTON shall notify the Non-transferring Parties in writixx xx xxxx xxxxxx (a "Notice of Transfer"), describing the portion of equity interest proposed to be Transferred (the "Subject Interest"), the name or names of the proposed transferee(s), if any, and the consideration proposed to be paid therefor (and, to the extent the consideration does not consist of cash, the US dollar equivalent thereof reasonably determined by an independent appraiser who is acceptable to the Non-transferring Party) (the "Subject Consideration"). Such Notice of Transfer shall constitute an option to the Non-transferring Parties to purchase all, but not less than all, of the Subject Interest for the Subject Consideration and on the terms and conditions as set forth in the Notice of Transfer. The Non-transferring Parties may exercise the option by giving a written notice of such exercise to the Transferring Party within ninety (90) days after receipt of the Notice of Transfer. The notice of exercise shall set forth a closing date, which may be any date from thirty (30) to sixty (60) days after all relevant approvals to the Transfer have been obtained. If no notice of exercise is given by the Non-transferring Parties within the ninety-day option period, the Transferring Party may, only upon the consent of the other Parties, following the expiration of such ninety-day option period (or such prior time as the Non-transferring Parties shall have, in writing, advised the Transferring Party of their election not to exercise the right of the first refusal), transfer all (but not less than all) of the Subject Interest at no less than the Su...
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Transfer of Capital. (a) Notwithstanding anything herein to the contrary, each Member who Transfers an Interest (or a portion thereof) shall be deemed to have Transferred (a) in the case of a Common Interest, the entire Common Interest, including the Common Units and Common Capital with respect to such Interest (or, if a portion of a Common Interest is being Transferred, such number of Common Units and a proportionate amount of Common Capital with respect to such Common Units) to the Transferee, (b) in the case of a Profit Participation Interest, the entire Profit Participation Interest, including the Profit Participation Percentage and Profit Participation Capital with respect to such Interest (or, if a portion of a Profit Participation Interest is being Transferred, such portion of Profit Participation Profit Percentage and a proportionate amount of Profit Participation Capital with respect to such Profit Participation Percentage) to the Transferee, and (c) in the case of a Redeemable Interest, the entire Redeemable Interest, including all rights to the Redemption Consideration (or if a portion of a Redeemable Interest is being Transferred, such portion of the right to receive the Redemption Consideration) to the Transferee.
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Transfer of Capital. The draft text confirms that all payments into and out of the host country related to an investment may be freely transferred without delay at the market rate of exchange prevailing on the date of transfer. We give a list of examples as to what payments fall under this provision (e.g. the initial capital to make the investment, returns, payments of compensation, payments under a contract, proceeds from the sale or liquidation of the investment, payments arising out of the settlement of a dispute, earnings and other remuneration of personnel). Four main issues have not yet being resolved. First, there is the question of whether we need a “balance of payments” clause. While several delegations think that the free transfer should be an absolute obligation and that, even in a balance of payments crisis, there is not really a need to restrict foreign direct investment, others hold the view that a government needs to maintain its possibility to control all kinds of payments in an actual crisis. Or at least a host country must have the right to restrict transfers in so far as the IMF-Agreement allows it to do so. Much depends on how broadly “investment” will be defined under the MAI. Second, there is still a debate whether we need a provision according to which the MAI transfer article does not affect the host country’s right to apply its laws of general application, e.g. its criminal laws or its laws to protect creditors. Furthermore, it still has to be decided whether the MAI shall include a provision that allows a host country to collect investment-related information for statistical purposes. Third, as in the case of the article dealing with expropriation, there is the question whether contracting parties have to ensure that transfers can be made in a “freely usable” or “freely convertible” currency. Fourth, discussions are going on as to whether we need a clause dealing with the situation where there is no market rate of exchange at the date of transfer. Several delegations suggest that in such a case the rate to be used shall be the most recent exchange rate for conversion of the currencies concerned into Special Drawing Rights.
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Transfer of Capital. 1. A Contracting Party shall accord to investors the right to:
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Related to Transfer of Capital

  • Transfer of Capital Accounts The original Capital Account established for each substituted Member shall be in the same amount as the Capital Account of the Member (or portion thereof) to which such substituted Member succeeds, at the time such substituted Member is admitted to the Company. The Capital Account of any Member whose interest in the Company shall be increased or decreased by means of the transfer of Shares. Any reference in this Agreement to a Capital Contribution of or distribution to a Member that has succeeded any other Member shall include any Capital Contributions or distributions previously made by or to the former Member on account of its Shares.

  • Reduction of capital If the Borrower reduces its committed or subscribed capital; or

  • Return of Capital Except pursuant to the rights of Redemption set forth in Section 8.6, no Limited Partner shall be entitled to the withdrawal or return of his or her Capital Contribution, except to the extent of distributions made pursuant to this Agreement or upon termination of the Partnership as provided herein. No Limited Partner or Assignee shall have priority over any other Limited Partner or Assignee either as to the return of Capital Contributions, or as otherwise expressly provided in this Agreement, or as to profits, losses, distributions or credits.

  • Issuance of Capital Stock Except for (a) any transaction pursuant to an Unsolicited Proposal that Maker accepts in accordance with the fiduciary exception provided in Section 3.2 of the Recapitalization Agreement or (b) shares of capital stock issuable upon exercise or conversion of warrants or convertible securities outstanding prior to February 1, 2004, Maker shall not without Holder's prior written approval: (i) issue any shares of capital stock or other securities, or any instruments exercisable for or convertible into capital stock or other securities, or (ii) make any promises, commitments, undertakings, agreements or letters of intent for any of the issuances described in (i) hereof.

  • Description of Capital Stock The authorized capital stock of the Company conforms as to legal matters to the description thereof contained in the Prospectus.

  • Withdrawals of Capital No Partner may withdraw capital related to such Partner’s GP-Related Partner Interests from the Partnership except (i) for distributions of cash or other property pursuant to Section 5.8, (ii) as otherwise expressly provided in this Agreement or (iii) as determined by the General Partner.

  • Return of Capital Contribution From time to time the Partnership may have cash in excess of the amount required for the conduct of the affairs of the Partnership, and the General Partner may, with the Consent of the Special Limited Partner, determine that such cash should, in whole or in part, be returned to the Partners, pro rata, in reduction of their Capital Contribution. No such return shall be made unless all liabilities of the Partnership (except those to Partners on account of amounts credited to them pursuant to this Agreement) have been paid or there remain assets of the Partnership sufficient, in the sole discretion of the General Partner, to pay such liabilities.

  • Restriction on Sale of Capital Stock During the Commitment Period, the Company shall not issue or sell (i) any Common Stock or Preferred Stock without consideration or for a consideration per share less than the bid price of the Common Stock determined immediately prior to its issuance, (ii) issue or sell any Preferred Stock warrant, option, right, contract, call, or other security or instrument granting the holder thereof the right to acquire Common Stock without consideration or for a consideration per share less than such Common Stock's Bid Price determined immediately prior to its issuance, or (iii) file any registration statement on Form S-8.

  • Composition of Capital Accounts A separate capital account shall be maintained by the Partnership for each Partner in accordance with Section 704(b) of the Internal Revenue Code of 1986, as amended (the “Code”), and Treasury Regulations promulgated thereunder. There shall be credited to each Partner’s capital account (i) the amounts of money contributed by the Partner to the Partnership, (ii) the fair market value of property contributed by the Partner to the Partnership (net of liabilities secured by such contributed property that the Partnership is considered to assume or take subject to under Section 752 of the Code), and (iii) allocations to the Partner of Partnership income and gain (or items thereof), including income and gain exempt from tax, as computed for book purposes, in accordance with Treasury Regulation Section 1.704-1(b)(2)(iv)(g), as set forth pursuant to Section 5.5 of this Agreement. Each Partner’s capital account shall be decreased by (i) the amount of money distributed to the Partner by the Partnership, (ii) the fair market value of property distributed to the Partner by the Partnership (net of liabilities secured by such distributed property that such Partner is considered to assume or take subject to pursuant to Section 752 of the Code), (iii) allocations to such Partner of expenditures of the Partnership described in Section 705(a)(2)(B) of the Code, and (iv) allocations of Partnership loss and deduction (or items thereof), including loss or deduction, computed for book purposes, as described in Treasury Regulation Section 1.704-1(b)(2)(iv)(g), as set forth pursuant to Section 5.5 of this Agreement. If the General Partner also acquires a Limited Partnership Interest in the Partnership, it shall nonetheless have a single capital account that reflects both its interest as a General Partner and its interest as a Limited Partner. If a Partner owns more than one Partnership Interest, such Partner shall nonetheless have a single capital account that reflects all Partnership Interests of such Partner.

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