Common use of Agreements with Transferees Clause in Contracts

Agreements with Transferees. In the event that pursuant to the provisions of this Article VI, any Venturer (the "Transferor") shall transfer its Joint Venture interest to any person or entity other than the other Venturer ("Transferee"), no such transfer shall be made or shall be effective to make such Transferee a Venturer or entitle such Transferee to any benefits or rights hereunder until the proposed Transferee agrees in writing to assume and be bound by all the obligations of the Transferor and be subject to all the restrictions to which the Transferor is subject under the terms of this Agreement and any further agreement with respect to the Project or the Additional Projects contemplated by this Agreement to which the Transferor is then subject or is then required to be a party. In the event a Venturer's Joint Venture interest is transferred by operation of law and the Venturer's Transferee fails to sign such a writing within ninety (90) days of the date it is determined such transfer has been made, such failure shall entitle either Venturer (i) to treat such failure as a default under this Agreement, or (ii) if the Venturer elects not to treat such failure to sign as a default hereunder, nonetheless to invoke the appraisal or the dissolution procedures as set forth in Section 7.4 hereof and in such event, such transferee shall be treated in the same manner as a "Defaulter" under Section 7.4.

Agreements with Transferees. In the event that pursuant to the provisions of this Article VI, any Venturer (the "Transferor") shall transfer its Joint Venture interest to any person or entity other than the other Venturer ("Transferee"), no such transfer shall be made or shall be effective to make such Transferee a Venturer or entitle such Transferee to any benefits or rights hereunder until the proposed Transferee agrees in writing to assume and be bound by all the obligations of the Transferor and be subject to all the restrictions to which the Transferor is subject under the terms of this Agreement and any further agreement with respect to the Project or the Additional Projects Princesa contemplated by this Agreement to which the Transferor is then subject or is then required to be a party. In the event a Venturer's Joint Venture interest is transferred by operation of law and the Venturer's Transferee fails to sign such a writing within ninety (90) days of the date it is determined such transfer has been made, such failure shall entitle either Venturer (i) to treat such failure as a default under this Agreement, or (ii) if the Venturer elects not to treat such failure to sign as a default hereunder, nonetheless to invoke the appraisal or the dissolution procedures as set forth in Section 7.4 hereof and in such event, such transferee shall be treated in the same manner as a "Defaulter" under Section 7.4.

Agreements with Transferees. In the event that pursuant to the provisions of this Article VIIV, any Venturer Stockholder (the "Transferor") shall transfer its Joint Venture interest Shares to any person or entity other than the other Venturer any remaining Stockholder ("Transferee"), no such transfer shall be made or shall be effective to make such Transferee a Venturer Stockholder or entitle such Transferee Stockholder to any benefits or rights hereunder until the proposed Transferee agrees in writing to assume and be bound by all the obligations of the Transferor and be subject to all the restrictions to which the Transferor is subject under the terms of this Agreement, the Management Agreement, Supervisory Agreement and any further agreement with respect to the Project or the Additional Projects contemplated by this Agreement to which the Transferor is then subject or is then required to be a party. In the event a VenturerStockholder's Joint Venture interest is Shares are transferred by operation of law and the Venturer's Transferee fails to sign such a writing within ninety (90) days of the date it is determined such transfer has been made, such failure shall entitle either Venturer the other Stockholder(s) (i) to treat such failure as a default an Event of Default under this Agreement, or (ii) if the Venturer Stockholder(s) elects not to treat such failure to sign as a default an Event of Default hereunder, nonetheless to invoke the appraisal or the dissolution procedures as set forth in Section 7.4 Article VII hereof or the appraisal as set forth in Article VIII hereof, and in such event, such transferee Transferee shall be treated in the same manner as a "DefaulterDefaulting Stockholder" under Section 7.4.7.3. Except as provided in Section 4.2 above, in no event may a Transferee become a Stockholder, or have the right to participate in the business and affairs of the Company, except with the unanimous written consent of the remaining Stockholder(s)