Transfers of Interest. The Member is entitled, in its sole and absolute discretion at any time and from time to time, to sell, mortgage, hypothecate, transfer, pledge, assign, donate, create a security interest in or lien upon, encumber, give, place in trust (voting or other) or otherwise dispose of all or any portion of its Interest in the Company, including the Member’s: (i) interest in the profits, losses, allocations of other items and distributions from the Company; (ii) rights with respect to the management and administration of the Company; (iii) access to or rights to demand or require any information or account of the Company or its affairs; and (iv) rights to inspect the books and records of the Company.
Transfers of Interest. The Member shall be permitted at any time to sell, assign, transfer, pledge, hypothecate or encumber all or part of its interests in Company.
Transfers of Interest. Pledgee may transfer its interest in the Pledged Securities, or any part thereof, to any replacement or successor agent under the Credit Agreement, who shall thereupon become vested with all the rights, remedies, powers, security interests and liens herein granted to Pledgee in respect of the Pledged Securities or the transferred part thereof, subject, however, to the restrictions contained herein.
Transfers of Interest. Each item of income, gain, loss, deduction and credit allocable to any Interest transferred during a quarter shall be allocated between the transferor and transferee in proportion to the number of days during the quarter for which each was the owner of the Interest, without regard to the results of Partnership operations during the portions of the quarter the transferor and transferee owned the Interest. Distributions attributable to the ownership of a transferred Interest shall be paid to the Person who owned the Interest on the last day of the calendar month preceding the date of the distribution.
Transfers of Interest. The Member will make no sale, exchange, disposition or other transfer of their Interest (or any interest therein) until this Agreement is amended to contemplate ADDITIONAL MEMBERS.
Transfers of Interest. Upon any assignment or other transfer by the Payee of any of the Obligations, the Payee may transfer its interest in the Pledged Securities, or any part thereof, to the assignee or transferee, who shall thereupon become vested with all the rights, remedies, powers, security interests and liens herein granted to the Payee in respect of the Pledged Securities or the transferred part thereof, subject, however, to the restrictions contained herein.
Transfers of Interest. 22 Section 9.1 General Partner......................................................................................22 Section 9.2 Admission of a Substitute or Additional General Partner..............................................23 Section 9.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner..........................23 Section 9.4 Removal of a General Partner.........................................................................24 Section 9.5 Restrictions on Transfer of Limited Partnership Interests............................................24 Section 9.6 Admission of Substitute Limited Partner..............................................................24 Section 9.7 Rights of Assignees of Partnership Interests.........................................................25 Section 9.8 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner........................25 Section 9.9 Joint Ownership of Interests.........................................................................26 Section 9.10 Transferees ........................................................................................26
Transfers of Interest. LLC Interest may be sold, assigned, pledged, exchanged or otherwise transferred (a “Transfer”) only in accordance with the following terms:
(a) except as provided herein (and subject to the provisions of Section 15 herein), only if the Manager approves such Transfer (including without limitation a Transfer by the Manager), which approval may be granted or withheld in the sole discretion of the manager (and the approval of the other Members shall not be required in connection with any such Transfer);
(b) the Company shall not be required to recognize any Transfer of all or any portion of an LLC Interests until the instrument conveying such LLC Interest has been delivered to the Manager for recordation on the books of the Company;
(c) unless an assignee is admitted to the Company as a substitute Member in accordance with this Section 14, such assignee shall not be entitled to any of the rights granted to a Member hereunder other than the right to receive the distributions and return of contributions to which the assignor otherwise would be entitled with respect to the LLC Interest (or portion thereof) Transferred;
(d) the assignor shall notify the Manager of such Transfer and provide it with such information regarding the assignee and the Transfer (including, but not limited to, the name, address and taxpayer identification number of the assignor and assignee and the date of the Transfer) as is required under Section 6050K of the Code (if the Transfer is a sale or exchange described in Section 751(a) of the Code) and the Treasury Regulations promulgated thereunder in the manner and at the time prescribed by law;
(e) no LLC Interests may be Transferred unless such LLC Interests have been registered under the Securities Act and applicable state securities laws or exemptions from such registration are available;
(f) unless the manager consents, no LLC Interests may be Transferred if the Transfer of such LLC Interests will result in (i) a termination of the Company for federal income tax purposes, (ii) the Company failing to qualify for an exemption from the registration requirements of the federal or any applicable state securities laws or (iii) the Company being deemed an “association taxable as a corporation” within the meaning of the Code;
(g) the assignee shall pay all costs and expenses reasonably incurred by the Company in connection with such Transfer;
(h) upon the death, bankruptcy, incompetency, insolvency or divorce of a Member, his or its executor, a...
Transfers of Interest. No Partner shall have the right or power to assign, transfer or otherwise dispose of its interest in the Partnership without the prior written approval of all other Partners. For this purpose, a transfer of the ownership interest in either Partner or the admission of a new partner by the Partners shall be deemed a transfer of a Partnership interest.
Transfers of Interest. (a) GNP hereby covenants and agrees that, until the Waiver is terminated pursuant to Section 3(a) of this Waiver Agreement, it will not sell, assign, sublease, mortgage, pledge or otherwise transfer or encumber the Otter Creek Lease or any rights, interests or estates created by the Otter Creek Lease or all or any portion of the Otter Creek Tracts without the prior written consent of the Partnership;
(b) GNP hereby covenants and agrees that, until the Waiver is terminated pursuant to Section 3(b) of this Waiver Agreement, it will not sell, assign, sublease, mortgage, pledge or otherwise transfer or encumber the Ashland Lease or any rights, interests or estates created by the Ashland Lease or all or any portion of the Ashland Coal Tracts without the prior written consent of the Partnership.
