Assignment by the Holder Clause Samples

Assignment by the Holder. This Note and any of the rights, interests or obligations hereunder, may be assigned at any time in whole or in part by the Holder, without the consent of the Company, if the transferee is an “accredited investor” as defined in Regulation D under the Securities Act and agrees to be bound by all of the provisions of the Note and the Subscription Agreement, including without limitation, making representations and warranties identical to those of the Holder contained in such documents but with respect to such transferee and as of the date of such transfer.
Assignment by the Holder. (a) Subject to the right of first refusal set out in Section 7.8(b) below, the Holder may convey or assign all or any undivided portion of the NSR Royalty payable, indefinitely or for a stated term of years or up to a specified dollar amount, provided that such assignment will not be effective against the Grantor until the assignee has delivered to the Grantor a written and enforceable undertaking, whereby such assignee agrees to be bound, to the extent of the interest assigned, by all of the terms and conditions of this Agreement provided, for greater certainty, that the Buy-Back Right shall be enforceable against the Holder and the assignee pro rata and the assignee’s undertaking delivered to the Grantor shall specifically acknowledge the same. (b) The Grantor shall have, and the Holder hereby grants the Grantor, a right of first refusal to acquire the NSR Royalty granted pursuant to the terms of this Agreement. In the event that the Holder receives a bona fide offer to purchase the NSR Royalty (or any interest therein) from, or enters into a bona fide agreement to sell the NSR Royalty (or any interest therein) to, any Person other than an Affiliate of the Holder, which offer or agreement the Holder has accepted or is willing to accept, the Holder shall give the Grantor written notice thereof, including the terms and conditions of such offer or agreement to purchase, and the Grantor shall have the right, within 30 days from the date of delivery to the Grantor of such notice, to exercise its right of first refusal in respect thereof and to acquire the NSR Royalty on the same terms and conditions as are set forth in the offer or agreement to purchase.

Related to Assignment by the Holder

  • Assignment by the Company The rights, interests or obligations of the Company hereunder may not be assigned, by operation of law or otherwise, in whole or in part, by the Company without the prior written consent of the Investor.

  • Assignment by the Seller The Seller shall assign (exclusive of the Seller’s rights arising under Section 8.02(iii) and 8.03), its interest under this Agreement to the Depositor, which in turn shall assign such rights to the Trustee, and the Trustee then shall succeed to all rights of the Seller under this Agreement.

  • Assignment by the Executive This Agreement will inure to the benefit of and be enforceable by the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, will be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts will be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate, and such designee, or the Executive’s estate will be treated as the Beneficiary hereunder.

  • Assignment by Owner 51 Section 12.11

  • Assignment by Issuer The Seller hereby acknowledges and consents to any mortgage, pledge, assignment and grant of a security interest by the Issuer to the Indenture Trustee pursuant to the Indenture for the benefit of the Noteholders of all right, title and interest of the Issuer in, to and under the Receivables and/or the assignment of any or all of the Issuer’s rights and obligations hereunder to the Indenture Trustee.