Transferee Agreement Sample Clauses

Transferee Agreement. 13 Trust.............................................................. 13
Sample 1
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Transferee Agreement. The Parties agree that, except as may be permitted above, no Transfer shall occur without the prior execution of a Transferee Agreement. The Parties agree that the intention of each Transferee Agreement is to protect the transferor and the City and the CID by ensuring that transferees of Property receive actual notice of the rights, duties and obligations contained in this Agreement before taking ownership.
Sample 1
Transferee Agreement. Any transferee of the Member’s interest shall enter into a written agreement to be bound by the terms of this Agreement.
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Transferee Agreement. As a condition precedent to any proposed sale, assignment or other transfer of this Note, any Conversion Shares or any Payment Shares (and any other securities that may be issued or distributed therewith or with respect thereto or in exchange or substitution therefor), Maker may require that Holder furnish to Maker a written agreement from the proposed transferee, in form and substance reasonably satisfactory to Maker and its legal counsel, concerning the investment intent of the proposed transferee and other matters relating to federal and state securities law compliance.
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Transferee Agreement. If AcquireCo transfers the Purchased Assets to another person, AcquireCo agrees to cause the transferee to become party to such agreements as are necessary to effect the terms of this Term Sheet, to the extent they remain executory.
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Transferee Agreement. Transferee (i) agrees that the Shares acquired by Transferee shall be bound by and subject to the terms of the Agreement, (ii) hereby adopts the Agreement with the same force and effect as if Transferee were originally a party to the Agreement, (iii) agrees that Transferee shall be deemed to be a Shareholder for purposes of the Agreement and (iv) agrees that the Transferee shall be treated as a London Party for purposes of Article VI of the Combination Agreement, as it may have been or may be amended from time to time in accordance with its terms, to the same extent as if it were originally a London Party thereunder and shall be bound by all obligations of the London Parties thereunder. The term “London Party” shall have the meaning ascribed to such term in the Combination Agreement.
Sample 1
Transferee Agreement. Transferee (i) agrees that the Shares acquired by Transferee shall be bound by and subject to the terms of the Agreement, (ii) hereby adopts the Agreement with the same force and effect as if Transferee were originally a Party to the Agreement, (iii) agrees that Transferee shall be deemed to be a Shareholder for purposes of the Agreement and (iv) hereby makes, to the Company as of the date hereof, the representations and warranties as to itself as a Shareholder set forth in Section 2.2(a)-(d) of the Agreement; provided, however, that the Transferee acknowledges that the rights of London set forth in Section 4.3 of the Agreement and in the provisions of Sections 4.1(c) and Section 4.2 of the Agreement that reference said Section 4.3 shall not be available to Transferee. The term “London Party” shall have the meaning ascribed to such term in the Combination Agreement.
Sample 1
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Transferee Agreement. In the event of each transfer of property in the Redevelopment Area pursuant to Section 5.01(b), the Corporation or its authorized successors and assigns shall require the proposed transferee to execute a transferee agreement with the City in substantial compliance with the form attached as Exhibit E. No Sale shall occur without the prior execution of a transferee agreement with the City. The parties agree that the intention of each transferee agreement is to protect the Corporation and the City by ensuring that all transferees of property within the Redevelopment Area receive actual notice of the rights, duties and obligations contained in this Agreement prior to taking ownership, and nothing contained in a transferee agreement that is an accordance with Exhibit E shall be deemed to impose any rights, duties or obligations that are not imposed pursuant to this Agreement.
Sample 1

Related to Transferee Agreement

  • Transfer Agreement Exhibit B, Transfer Agreement, between the Bureau, CONTRACTOR, and the Florida Department of Corrections (the FDC) which establishes guidelines for transfer of inmates between the Bay Correctional Facility and facilities operated by the FDC.

  • Designation Agreement Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as described in the Reporting Requirements). Accordingly:

  • Transfer/Assignment (A) Subject to compliance with clause (B) of this Section 8, this Warrant and all rights hereunder are transferable, in whole or in part, upon the books of the Company by the registered holder hereof in person or by duly authorized attorney, and a new warrant shall be made and delivered by the Company, of the same tenor and date as this Warrant but registered in the name of one or more transferees, upon surrender of this Warrant, duly endorsed, to the office or agency of the Company described in Section 3. All expenses (other than stock transfer taxes) and other charges payable in connection with the preparation, execution and delivery of the new warrants pursuant to this Section 8 shall be paid by the Company.

  • Noncompetition Agreement In consideration for this Agreement, the Executive will execute, concurrent with the execution of this Agreement, a noncompetition agreement with the Company; provided, however, that if the Executive has an existing noncompetition agreement with the Company, the Company, rather than entering into a new noncompetition agreement with the Executive, may instead, as a condition to entering into this agreement, require that the Executive acknowledge and affirm his continuing obligations under such existing noncompetition agreement and re-affirm his agreement to honor the obligations as set forth in that document.

  • Assignment of Management Agreement As additional collateral security for the Loan, Borrower conditionally transfers, sets over, and assigns to Lender all of Borrower’s right, title and interest in and to the Management Agreement and all extensions and renewals. This transfer and assignment will automatically become a present, unconditional assignment, at Lender’s option, upon a default by Borrower under the Note, the Loan Agreement, the Security Instrument or any of the other Loan Documents (each, an “Event of Default”), and the failure of Borrower to cure such Event of Default within any applicable grace period.

  • Successors; Binding Agreement, Assignment (a) The Company shall require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business of the Company, by agreement to expressly, absolutely and unconditionally assume and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. Failure of the Company to obtain such agreement prior to the effectiveness of any such succession shall be a material breach of this Agreement and shall entitle the Executive to terminate the Executive's employment with the Company or such successor for Good Reason immediately prior to or at any time after such succession. As used in this Agreement, "

  • Transition Agreement On the Closing Date, Seller and Buyer shall execute the Transition Services Agreement, attached as Exhibit F to this Agreement, in which Seller shall agree to provide transition services to Buyer with respect to the Assets.

  • Assignment; Successors; Binding Agreement 1. Executive may not assign, pledge or encumber his interest in this Agreement or any part thereof.

  • Shareholders Agreement For so long as the ratio of the number of the Equity Securities owned by the Star Group on a fully diluted basis divided by the number of the Equity Securities owned by the Investor Group on a fully diluted basis is at least 0.6, the Guarantor may not take any of the actions set forth in schedule II of the Shareholders’ Agreement without the prior written approval of Star. For the purpose of this clause “on a fully diluted basis” means taking into account any shares issued or issuable under warrants, options and convertible instruments (or other equity equivalents).

  • Shareholder Agreement The Shareholder Agreement shall have been duly executed and delivered by the Company.

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