Assigns and Transferees Clause Samples
Assigns and Transferees. Any Holder may assign all or a portion of its rights hereunder to any Person to which such Holder has transferred all or any of its Registrable Securities to (i) any Affiliate of the Holder or (ii) to any other Person if such Person receives Registrable Securities representing at least 3% of the Warrant Shares initially issuable to the Initial Holders pursuant to the Warrants on the date of this Agreement; provided, that such transferee shall only be admitted as a party hereunder and become a Holder upon its execution and delivery of a joinder agreement in the form of Exhibit A attached hereto (each, a “Joinder Agreement”), whereupon such Person shall be treated as a Holder for all intents and purposes of this Agreement, with rights, benefits and obligations hereunder as such transferring Holder with respect to the transferred Registrable Securities. Notwithstanding the foregoing, no Holder hereunder may transfer Registrable Securities, or its rights, benefits and obligations hereunder, to any Person who is not an “accredited investor” (as defined in Rule 501 promulgated under the Securities Act), and such transferee will provide such customary representations and warranties as may be reasonably required by the Company to that effect. Except as provided in the preceding two sentences, neither this Agreement nor any of the rights or obligations hereunder shall be assigned by any of the parties hereto without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. Any attempted assignment in violation of this Section 4.01 shall be void.
Assigns and Transferees. This Agreement shall be binding upon the Parties and their respective successors in law. The Administrative Agent shall be entitled to assign or otherwise transfer any and all of its rights and duties under this Agreement to any third party in accordance with the Credit Agreement. None of the Transferors shall be entitled to any such assignment or transfer other than pursuant to a transaction permitted by the Credit Agreement. 27.
Assigns and Transferees. Each party may assign all or a portion of its rights hereunder to any Person to which such party transfers its ownership of all or any of its Registrable Securities; provided that no such assignment shall be binding upon or obligate the Company to any such assignee unless and until the Company shall have received notice of such assignment as herein provided and a written agreement of the assignee to be bound by the provisions of this Agreement, and, provided further, that the rights described under Sections 2.1 and 2.2 shall not transfer to any Person unless such Person (i) is an Affiliate of the Holder transferring such rights or (ii) receives in such transfer at least five percent of all Equity Securities and such Equity Securities could not otherwise be transferred by such assignee without registration under the Securities Act. Notwithstanding the foregoing, upon the dissolution of QMI, QMI shall be deemed to have assigned (and such assignation shall be permitted hereunder) all of its rights and obligations under this Agreement to each party entitled to receive Equity Securities in such dissolution and subsequent liquidation of QMI; provided that any remaining rights to cause a Demand Registration shall be assigned to ▇▇▇▇▇▇▇▇ Maritime Partners L.P. and FR X Offshore, L.P. pro rata, rounded to the nearest whole number, in accordance with their ownership of Registrable Securities.
Assigns and Transferees. This Agreement shall be binding upon the Company and its successors and assigns.
Assigns and Transferees. This Agreement shall be binding upon the Parties and their respective successors in law. The Administrative Agent and the (other) Pledgees shall be entitled to assign or otherwise transfer any and all of their rights and duties under this Agreement to any third party in accordance with the Credit Agreement and, solely to in the case of the (other) Pledgees, to the extent such third party becomes a Lender under the Credit Agreement. None of the Pledgors shall be entitled to any such assignment or transfer other than pursuant to a transaction permitted by the Credit Agreement. The Parties hereby agree that any such Person, who is an assignee and/or transferee of a Secured Party pursuant to the Loan Documents shall become a Pledgee for the purposes of this Agreement. 22.
Assigns and Transferees. Each Company Stockholder may initially assign all or a portion of its rights hereunder to any Person to which such Company Stockholder has transferred all or any of its Registrable Securities, provided that such transferee shall only be admitted as a party hereunder and become a Company Stockholder upon its execution and delivery of a Joinder Agreement; whereupon such Person shall be treated as a Company Stockholder for all intents and purposes of this Agreement, with the same rights, benefits and obligations hereunder as such transferring Company Stockholder with respect to the transferred Registrable Securities provided further there shall be no limit to assignments to, between, or among the types of persons or entities listed in Section 1.9(b)(i),(v), (vi), and (vii). Notwithstanding the foregoing, no Company Stockholder hereunder may transfer Registrable Securities, or its rights, benefits and obligations hereunder, to any Person who is not an “accredited investor” (as defined in Rule 501 promulgated under the Securities Act), and such transferee will provide such customary representations and warranties as may be reasonably required by the Company to that effect. Except as provided in the preceding two sentences, neither this Agreement nor any of the rights or obligations hereunder shall be assigned by any of the parties hereto without the prior written consent of the other parties. Subject to the preceding sentence, this Agreement will be binding upon, inure to the benefit of and be enforceable by the parties and their respective successors and assigns. Any attempted assignment in violation of this Section 3.4 shall be void.
Assigns and Transferees. This Guaranty shall be binding upon the Parties and their respective successors in law. The Administrative Agent and each other Secured Party shall be entitled to assign or otherwise transfer any and all of its rights and duties under this Guaranty to any third party in accordance with the Credit Agreement. None of the Guarantors shall be entitled to any such assignment or transfer other than pursuant to a transaction permitted by the Credit Agreement.
Assigns and Transferees. This Agreement shall be binding upon and insure to the benefit of the parties hereto and their respective predecessors and permitted assigns under this Section 12.2. Provided that an express assignment shall have been made, a copy of which shall have been delivered to the Company;, the provisions of this Agreement which are for the benefit of a holder of Registrable Securities or Warrants shall be for the benefit of and enforceable by any subsequent holder of any Registrable Securities or Warrants ("Permitted Transferees"), subject to the provisions respecting the minimum numbers or percentages of shares of Registrable Securities required or Warrants in order to be entitled to certain rights, or to take certain actions, contained herein.
Assigns and Transferees. This Agreement shall be binding upon the Parties and their respective successors in law. The Administrative Agent and the (other) Pledgees shall be entitled to assign or otherwise transfer any and all of their rights and duties under this Agreement to any third party in accordance with the Credit Agreement and, solely to in the case of the (other) Pledgees, to the extent such third party becomes a Lender under the Credit
Assigns and Transferees. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective predecessors and permitted assigns under this Section 10.2. Provided that an express assignment shall have been made, a copy of which shall have been delivered to the Company, the provisions of this Agreement which are for the benefit of a holder of Registrable Securities and/or Warrants shall be for the benefit of and enforceable by any subsequent holder of any Registrable Securities and/or Warrants to which such Registrable Securities and/or Warrants are transferred in compliance with the provisions of such Registrable Securities and/or Warrants (“Permitted Transferees”), subject to the provisions respecting the minimum numbers or percentages of shares of Registrable Securities required in order to be entitled to certain rights, or to take certain actions, contained herein. [***] Omitted pursuant to a request for confidential treatment. The omitted material has been filed separately with the Securities and Exchange Commission.