Affiliate Transfers definition

Affiliate Transfers means any assignment or transfer by the Registered Holder: (i) to its affiliates, stockholders, members, partners or other equity holders, (ii) for bona fide estate planning purposes, either during his or her lifetime or on death by will or intestacy to his or her spouse, child (natural or adopted), or any other direct lineal descendant (or his or her spouse) (all of the foregoing collectively referred to as “family members”), or (iii) to any custodian or trustee of any trust, partnership or limited liability company for the benefit of, or the ownership interests of which are owned wholly by, the Registered Holder or any such family members. Notwithstanding the foregoing, this Warrant may not be assigned or transferred to: a customer or competitor of, or lender to, the Company, in each case directly or indirectly, and as is determined by the Board of Directors of the Company, in its reasonable discretion.
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Affiliate Transfers has the meaning set forth in Section 4.1(h).
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Affiliate Transfers has the meaning ascribed thereto in the recitals to this Agreement;
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Examples of Affiliate Transfers in a sentence

  • Except for Affiliate Transfers made pursuant to Section 3.04 or as otherwise contemplated in this Article III, no Shareholder shall have the right to assign any of its rights under this Agreement to any permitted transferee of such Shareholder’s Restricted Shares.

  • Except for Affiliate Transfers, this Warrant may not be assigned or transferred by the Registered Holder without the prior written consent of the Company.

  • Notwithstanding anything to the contrary contained herein, the rights and obligations of this Agreement that refer specifically to any Founder Member Group or member of a Founder Member Group (the “Non-Transferable Provisions”) shall be personal to such Founder Member Group or member of a Founder Member Group and may not be Transferred without the written consent of each Founder Member Group other than pursuant to Affiliate Transfers.

  • With respect to Transfers to Affiliates, no such Transfer shall be effective unless, as a condition to the Transfer, such Affiliate agrees that it will not cease to be an Affiliate of such Member, unless prior to ceasing to be an Affiliate, such Affiliate Transfers to such Member or another Affiliate thereof all of the Membership Interests then owned by such Affiliate.

  • For the avoidance of doubt, Transfers among BCI Partners or to or among Affiliates of BCI or Affiliates of the BCI Partners in accordance with the terms of this Agreement shall be permitted Affiliate Transfers under Section 5.1(b) of this Agreement.

  • Affiliate Transfers may be made upon delivery of this Warrant and the form of assignment attached hereto to any Affiliate Transferee designated by Holder.

  • Prior to January 1, 2016, except for Permitted Common Unit Sales and Permitted Affiliate Transfers, (a) neither Charlesbank nor any of its Affiliates may Dispose of any Covered Security without the prior written consent of Vitol and (b) neither Vitol nor any of its Affiliates may Dispose of any Covered Security without the prior written consent of Charlesbank.

  • SIGNATURE PAGE TO WAIVER AND AMENDMENT Description of proposed transferors and transferees of Common Stock constituting Affiliate Transfers.

  • For so long as the Members are Trinity and the BDC or their respective Permitted Affiliate Transferees, each Member hereby unconditionally and irrevocably grants to the other Member or its designee a right of first offer to purchase or designate a third party to purchase all, but not less than all, of any Membership Interest that such other Member may propose to Transfer to another Person, except for Permitted Affiliate Transfers, at the valuation most recently approved in accordance with Section 10.5.

  • Each of the Pre-Closing Affiliate Transfers and Assumptions shall have occurred.