Transfers by the Company. The Company may not assign, transfer, novate or dispose of any of its rights or obligations under the Revolving Credit Facility Finance Documents.
Transfers by the Company. Citigroup may assign the legal obligation to pay Participant’s vested Earned Award to Participant’s employer without the consent of Participant.
Transfers by the Company. The Company may not assign, transfer, novate or dispose of any of, or any interest in, its rights and/or obligations under this Agreement.
Transfers by the Company. The Company may not assign, transfer, novate or dispose of any of its rights or obligations under the Project Finance Documents.
Transfers by the Company. The Company may not assign, transfer, novate or dispose of any of its rights or obligations under the Hotel Finance Documents.
Transfers by the Company. The Company may not Transfer, directly or indirectly, its rights or obligations under this Agreement without the prior written consent of the Wafra Participation Entity; provided, that, (i) in connection with any reorganization of DigitalBridge and its Affiliates or other transaction whereby one or more of such entities would succeed to all or part of the Company’s entitlement to Carried Interest, the Company may Transfer its rights and obligations under this Agreement to such entities, and (ii) the Company may Transfer its rights or obligations under this Agreement to an entity that acquires all or substantially all of the business or assets of the Company, whether by merger, reorganization, acquisition, sale or otherwise.
Transfers by the Company. (i) If at any time the Company proposes to sell, transfer or otherwise dispose of (a “Transfer”), any shares of Common Stock (a “Company Offer”), options to purchase or rights to subscribe for Common Stock, securities by their terms convertible into or exchangeable for Common Stock, or options to purchase or rights to subscribe for such convertible or exchangeable securities (other than shares issuable upon the exercise of options, warrants or convertible securities outstanding as of January 22, 2007) (the “Offered Shares”) to any bona fide Third Party, the Company shall, before such Transfer, deliver to the Stockholders an offer (the “First Offer”) to Transfer to the Stockholders a pro rata percentage of the Offered Shares based on each Stockholder’s percentage ownership interest in the Company and upon the terms set forth in this Section 2(a). The First Offer shall state that the Company proposes to Transfer the Offered Shares and specify the number of Offered Shares and the terms (including the purchase price) of the proposed Transfer and the maximum number of Offered Shares each Stockholder would be entitled to purchase pursuant to this Section 2(c), which is equal to such Stockholder’s pro-rata portion of the Offered Shares. The First Offer shall remain open and irrevocable for a period of fifteen (15) days (the “Acceptance Period”) from the date of its receipt by the Stockholders.
(ii) Any of the Stockholders may accept the First Offer, in whole or in part, by delivering to the Company written notice within the Acceptance Period, which notice shall state the number of Offered Shares such Stockholder desires to purchase (the “Accepted Number”).
(iii) The Transfer of Offered Shares to a Stockholder, to the extent a Stockholder has exercised its rights under this Section 2(a), shall be made on a Business Day, as designated by the Company, not less than ten (10) nor more than thirty (30) days after expiration of the Acceptance Period on the terms and conditions specified in the First Offer, which terms and conditions shall be identical to the terms of the proposed Transfer to the Third Party.
(iv) If the number of Offered Shares exceeds the aggregate Accepted Number of Offered Shares with respect to which the Stockholders exercised their rights under this Section 2(a), the First Offer shall be deemed to be withdrawn with respect to such excess and the Company may Transfer, subject to the provisions of Section 3 hereof, such excess Offered Shares on the t...
Transfers by the Company. The Company may, with the Lender’s prior written consent, assign, charge or otherwise deal with any of its rights, claims or obligations under the Finance Documents.
Transfers by the Company. The Company may not assign, transfer, novate or dispose of its rights and/or obligations under this Share Pledge Agreement.
Transfers by the Company. Except as provided by paragraph 2.16 of the Schedule of Covenants, the Company may not assign, transfer, novate or dispose of any of, or any interest in, their rights and/or obligations under this Lease Guarantee.
