Limitations on Transfer definition

Limitations on Transfer. For as long as this PSA is effective, each of the Supporting Third Parties hereby agrees not to (a) sell, transfer, assign, pledge, or otherwise dispose, directly or indirectly, any of its right, title or interest in respect of the Relevant Interests, in whole or in part, or any interest therein (collectively, the "Relevant Claims"), or (b) grant any proxies, deposit any of its claims into a voting trust, or enter into a voting agreement with respect to any such Relevant Claim (clauses (a) and (b), collectively, a "Transfer") unless the recipient of such Relevant Claim (a "Transferee") agrees in writing (such writing, a "Transferee Acknowledgment"), prior to such Transfer, to be bound by this PSA in its entirety without revisions (including with respect to any and all claims or interests it already may hold against or in the Company prior to such Transfer), or (c) make any agreement to do any of the foregoing without first obtaining the Transferee Acknowledgment. Notwithstanding the above, the Parties acknowledge and agree that GS shall not be subject to any Transfer Limitation on the GS Exempted Portion.
Sample 1

Examples of Limitations on Transfer in a sentence

  • Registration of and Limitations on Transfer and Exchange of Certificates Section 3.06.

  • Registration of and Limitations on Transfer and Exchange of Certificates Section 3.05.

  • Status of New Securities; Limitations on Transfer and Other Restrictions.

  • Registration of and Limitations on Transfer and Exchange of Notes; Appointment of Certificate Registrar.

  • Under a provision titled "Limitations on Transfer of Jobs," this 2003 agreement held that: "a Company may not permanently transfer more than 0.7% of [Union] represented jobs.

  • Registration of and Limitations on Transfer and Exchange of Notes; Appointment of Certificate Registrar................................................18 Section 4.03.

  • Notwithstanding the limitations of Special Provisions Relating to All Health and Human Services Agencies, §6, Limitations on Transfer Authority, and Article IX, §14.01, Appropriation Transfers, HHSC may transfer funds appropriated to the agency for system support services to DFPS and DSHS.

  • Registration of and Limitations on Transfer and Exchange of Certificates.............................

  • Registration of and Limitations on Transfer and Exchange of Notes; Appointment of Certificate Registrar .

  • Additional Requirements for Registration of and Limitations on Transfer and Exchange of Class D Notes.

Related to Limitations on Transfer

  • Non-transferability means the occurrence of any event that makes it impossible for the Issuer to deliver Renminbi between accounts inside Hong Kong or from an account inside Hong Kong to an account outside Hong Kong, other than where such impossibility is due solely to the failure of the Issuer to comply with any law, rule or regulation enacted by any Governmental Authority (unless such law, rule or regulation is enacted after the Issue Date and it is impossible for the Issuer, due to an event beyond its control, to comply with such law, rule or regulation).

  • Right of First Refusal means the Company’s right of first refusal described in Section 8.

  • Right of First Refusal Agreement means that certain Amended and Restated Right of First Refusal and Co-Sale Agreement, by and between the Company, the Investors and the Stockholders (in each case, as defined therein), dated as of the date hereof, and as may be amended from time to time.

  • Right of First Offer has the meaning set forth in Section 8.7.

  • RMB Non-Transferability means the occurrence of any event that makes it impossible for the Issuer to deliver RMB between accounts inside Hong Kong or from an account inside Hong Kong to an account outside Hong Kong (including where the RMB clearing and settlement system for participating banks in Hong Kong is disrupted or suspended), other than where such impossibility is due solely to the failure of the Issuer to comply with any law, rule or regulation enacted by any Governmental Authority (unless such law, rule or regulation is enacted after the Issue Date of the first Tranche of the relevant Series and it is impossible for the Issuer due to an event beyond its control, to comply with such law, rule or regulation);

  • Right of First Refusal and Co-Sale Agreement means the agreement among the Company, the Purchasers, and certain other stockholders of the Company, dated as of the date of the Initial Closing, in the form of Exhibit F attached to this Agreement.

  • Existing Transfer Restrictions means Transfer Restrictions on the Collateral Shares:

  • Transfer Restrictions means restrictions that prohibit the sale, exchange, transfer, assignment, pledge, hypothecation, fractionalization, hedge or other disposal (including through the use of any cash-settled instrument), whether voluntarily or involuntarily by the Grantee, of an Award or any shares of Common Stock, cash or other property delivered in respect of an Award.

  • the Conditions means the standard terms and conditions set out in this document;

  • Original Holder shall have the meaning given in the Recitals.

  • Transfer Restricted Notes means Definitive Notes and any other Notes that bear or are required to bear the Restricted Notes Legend.

  • Transfer Restricted Note means any Note that bears or is required to bear the Restricted Notes Legend.

  • transfer of funds means any transaction at least partially carried out by electronic means on behalf of a payer through a payment service provider, with a view to making funds available to a payee through a payment service provider, irrespective of whether the payer and the payee are the same person and irrespective of whether the payment service provider of the payer and that of the payee are one and the same, including:

  • Transfer Restriction means any condition to or restriction on the ability of the Subscriber to pledge, sell, assign or otherwise transfer the Shares under any organizational document, policy or agreement of, by or with the Company, but excluding the restrictions on transfer described in paragraph 6(c) of this Subscription Agreement with respect to the status of the Shares as “restricted securities” pending their registration for resale or transfer under the Securities Act in accordance with applicable securities laws.

  • Transfer Restricted Securities means securities that bear or are required to bear the legend set forth in Section 2.06 hereof.

  • Transfer Provisions means the provisions of Section 00-00-000 of the FILOT Act, as amended or supplemented from time to time, concerning, among other things, the necessity of obtaining County consent to certain transfers.

  • Funds held on trust means those funds which the Trust holds on date of incorporation, receives on distribution by statutory instrument or chooses subsequently to accept under powers derived under S.90 of the NHS Act 1977, as amended. Such funds may or may not be charitable.

  • Investment Restrictions means the investment restrictions of the Fund as set forth in the Declaration of Trust including, without limitation, those described in section 2.0 of this Annual Information Form.

  • Non-Transfer Event means any event or other changes in circumstances other than a purported Transfer, including, without limitation, any change in the value of any Shares.

  • AND TO Romspen Investment Corporation (the “Agent”) I have read and understand this “Consent to Electronic Delivery of Documents” and consent to the electronic delivery of the documents listed below that the Issuer elects to deliver to me electronically, all in accordance with my instructions below.

  • Restricted Securities Legend has the meaning set forth in Section 8.2(b).

  • Shareholders Agreement has the meaning set forth in the recitals.

  • Shareholders' Agreements shall have the meaning provided in Section 5.05.

  • Exclusive Right to Sell listing means that if you, the owner of the property, find a buyer for your house, or if another broker finds a buyer, you must pay the agreed commission to the present broker.

  • Specific Redemption Provisions means, with respect to a Special Dividend Period either, or any combination of, (i) a period (a "Non-Call Period") determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during which the shares of AMPS subject to such Dividend Period shall not be subject to redemption at the option of the Corporation and (ii) a period (a "Premium Call Period"), consisting of a number of whole years and determined by the Board of Directors of the Corporation, after consultation with the Auction Agent and the Broker-Dealers, during each year of which the shares of AMPS subject to such Dividend Period shall be redeemable at the Corporation's option at a price per share equal to $25,000 plus accumulated but unpaid dividends plus a premium expressed as a percentage of $25,000, as determined by the Board of Directors of the Corporation after consultation with the Auction Agent and the Broker-Dealers.

  • Conflicts of Interest Policy means our policy on potential conflicts of interest that may arise in providing our services and how we manage them.