Without the Sample Clauses

Without the need to get Pledgor’s consent, the Pledgee may assign its rights and/or obligations hereunder to any third party after giving notice to the Pledgor; however, the Pledgor shall not, without the Pledgee’s prior written consent, assign their respective rights, obligations and/or liabilities hereunder to any third party. Any successors or permitted assignees (if any) of the Pledgor shall continue to perform the obligations of the Pledgor under this Agreement.
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Without the prior written consent of Administrative Agent, Borrower shall not, and shall not permit the Punta Mita Borrowing Base Entities to, vote for, agree to or acquiesce in any termination of the Condominium Documents that could reasonably be expected to have a material adverse effect on the Units or the Common Elements (taken as a whole). Any agreement to which Borrower or the Punta Mita Borrowing Base Entities is a party whereby any of the Condominium Documents is terminated or the Units are withdrawn therefrom (and replacement Condominium Documents reasonably approved by Administrative Agent are not simultaneously recorded) shall constitute a Transfer prohibited under this Agreement.
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Without the express written consent of the Company and UBS Capital Corporation (for so long as UBS Capital Corporation remains a Significant Stockholder), the Beneficial Owner will not transfer all or any portion of its Beneficial Interest prior to the Three-Year Date.
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Without the lessor's prior written approval the lessee shall not be authorised to let, sublet or surrender the use of part of all of the property hired to third parties, or to assign all of some of the leasing rights to third parties or to bring them into a partnership, company or legal person, or to allot the leasing rights, in so far as they belong to a community, in the event of partition and distribution thereof.
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Without the. (i) consent of a majority of the Membership Voting Interests; and (ii) the written approval of Farmers Energy so long as Farmers Energy holds a majority of the Membership Voting Interests, the Directors shall not have authority to, and they covenant and agree that they shall not cause the Company to: (i) Merge, consolidate, exchange or otherwise dispose of all or substantially all of the Property, except for a liquidating sale of the Property in connection with the dissolution of the Company; (ii) Confess a judgment against the Company in an amount in excess of $500,000; (iii) Issue Units at a purchase price that is less than thirty percent (30%) of the purchase price offered to investors in the Company’s initial registered offering of Units filed with the Securities Exchange Commission; (iv) Issue more than an aggregate number of 22,320 Units; or (v) Cause the Company to acquire any equity or debt securities of any Director or any of its Affiliates, or otherwise make loans to any Director or any of its Affiliates. The actions specified herein as requiring the consent of the Members shall be in addition to any actions by the Director that are specified in the Act as requiring the consent or approval of the Members. Unless otherwise required by this Agreement or the Act, any such required consent or approval may be given by a vote of a majority of the Membership Voting Interests.
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Without the. [E-House Entity]’s prior written consent, the Company shall not transfer or otherwise dispose of any Material Asset (other than in the ordinary course of business) or create any encumbrance or other third party rights on any Company Assets.
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Without the. [E-House Entity]’s prior written consent, each Company Shareholder or the Company shall not transfer any of its rights and/or obligations hereunder to any third party. The Company Shareholders and the Company hereby agree that the [E-House Entity] is entitled to transfer any of its rights and/or obligations hereunder to any third party upon written notice thereof to the Company Shareholders and the Company.
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Related to Without the

  • Without Pay where an employee participates in a program of training for the purpose of qualifying for a higher rank; or

  • Without Party A’s prior written consent, Party B shall not assign its rights and obligations under this Agreement to any third party.

  • Without Notice This agreement shall terminate without any requirement of notice to either party when the first of the following events occurs: 5.1.1. The parties mutually consent to termination in writing.

  • Without prejudice to the generality of Clause 10.1, GO Power shall, in relation to any Personal Data processed in connection with the performance by GO Power of its obligations under this Agreement: (a) process that Personal Data only on the written instructions of the Customer unless GO Power is required by the laws of any member of the European Union or by the laws of the European Union applicable to GO Power to process Personal Data (Applicable Data Processing Laws). Where GO Power is relying on laws of a member of the European Union or European Union law as the basis for processing Personal Data, GO Power shall promptly notify the Customer of this before performing the processing required by the Applicable Data Processing Laws unless those Applicable Data Processing Laws prohibit GO Power from so notifying the Customer; (b) process that Personal Data only to the extent necessary for the legitimate interest of GO Power and its specified third parties, and as required for the performance of this Agreement and the rights of GO Power under it; (c) ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it); (d) ensure that all personnel who have access to and/or process Personal Data are obliged to keep the Personal Data confidential; (e) not transfer any Personal Data outside of the European Economic Area unless the consent of the Customer has been obtained and the following conditions are fulfilled: (i) the Customer or GO Power has provided appropriate safeguards in relation to the transfer; (ii) the data subject has enforceable rights and effective legal remedies; (iii) GO Power complies with its obligations under the Data Protection Legislation by providing an adequate level of protection to any Personal Data that is transferred; and (iv) GO Power complies with reasonable instructions notified to it in advance by the Customer with respect to the processing of the Personal Data; (f) assist the Customer, at the Customer’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators; (g) notify the Customer without undue delay on becoming aware of a Personal Data breach; AND (h) at the written direction of the Customer, delete or return Personal Data and copies thereof to the Customer on termination of the Agreement unless required by Applicable Data Processing Law to store the Personal Data;

  • Without prejudice to Paragraph 6.1, University’s liability to the Licensee for all losses or damage of any kind howsoever caused shall be limited to the aggregate total amount received by University from Licensee under this Agreement as at the date of such breach.

  • Without limiting the other provisions of this Section 3.1, among other delegations by the Trustees, the Trustees have determined that there is a significant risk that the Trust and its shareholders may be adversely affected by investors with short term trading activity and/or whose purchase and redemption activity follows a market timing pattern as defined in the prospectus for the Trust, and have authorized the Trust, the Underwriter and the Trust's transfer agent to adopt procedures and take other action (including, without limitation, rejecting specific purchase orders in whole or in part) as they deem necessary to reduce, discourage, restrict or eliminate such trading and/or market timing activity. You agree that your purchases and redemptions of Portfolio shares are subject to, and that you will assist us in implementing, the Market Timing Trading Policy and Additional Policies (as described in the Trust's prospectus) and the Trust's restrictions on excessive and/or short term trading activity and/or purchase and redemption activity that follows a market timing pattern.

  • Without prejudice to Sections 5.1 and 5.2 above, You are responsible for (a) any required notices, consents and/or authorizations related to Your provision of, and our processing of, Your Content (including any Personal Data) as part of the Services, (b) any security vulnerabilities, and the consequences of such vulnerabilities, arising from Your Content, including any viruses, Trojan horses, worms or other harmful programming routines contained in Your Content, and (c) any use by You or Your Users of the Services in a manner that is inconsistent with the terms of this Agreement. To the extent You disclose or transmit Your Content to a third party, we are no longer responsible for the security, integrity or confidentiality of such content outside of Oracle’s control.

  • Other Leaves Without Pay 10.10.1 Upon recommendation of the Superintendent and approval by the Board of Trustees, leave without compensation, increment, seniority, or tenure credit may be granted for a period of one school year for the following purposes: Peace Corps, care for a member of the immediate family who is ill, long-term illness of the bargaining unit member, service in an elected public office, or professional study or research. 10.10.2 The applications for and granting of such leaves of absence shall be in writing. In addition, a bargaining unit member on such leave shall notify the District Human Resources Office by March 15 of the school year as to an intent to return to employment in the District. Failure to so notify will be considered an abandonment of position.

  • Without prejudice all proceedings and disclosures will be conducted and made without prejudice to the rights and positions of the parties in any subsequent arbitration or other legal proceedings;

  • Leaves Without Pay A. Military leave shall be granted in accordance with statutory requirements and University policy. B. Appearance as an individual rather than as an officer or an employee of the University, whether voluntary or in response to a legal order, to appear and testify in private litigation. If an employee has vacation or compensatory time off available to use, the employee may choose to use that leave for this purpose. C. In accordance with the Family Medical Leave Act, an employee shall be granted up to twelve (12) weeks unpaid leave to care for a family member. During this period of time, the Employer shall continue to make the Employer's contribution to the employee's health insurance as though the employee were on payroll. An employee may also be eligible to use sick leave under the provisions of Article 17. D. An employee shall be granted up to sixteen (16) hours unpaid time per year for business connected to children's schooling (i.e., conferences). If an employee has vacation or compensatory time off available to use, the employee may choose to use that leave for this purpose. E. Other personal leaves may be granted at any time to any employee for any period of time for personal purposes with department head approval. This leave may include personal unpaid educational leave to attend a University educational program leading toward a University degree. Should more than one (1) employee in a work location request personal leave at the same time and staffing not allow approval of more than one (1) employee on leave, the employee with the most University Seniority shall get the leave. However, personal or educational leave may be denied if other previously approved leaves do not allow staffing flexibility to grant additional leaves.

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