Certain Exempt Transactions Sample Clauses

Certain Exempt Transactions. 2.1 The rights of the Investor under Section 1 hereof shall not apply to any Sale of the Shareholder's Securities which does not involve at least: (1) fifty percent (50%) of the Securities owned by the Shareholder; and (2) more than fifty percent (50%) of the outstanding Securities of the Company, calculated by taking into consideration the number of shares of Common Stock into which any outstanding Preferred Stock may be converted.
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Certain Exempt Transactions. Notwithstanding anything to the contrary contained herein, Tenant’s Right of First Refusal shall not apply to any of the following transactions: (a) the grant of a bona fide Fee Mortgage to an Institutional Lender or other unaffiliated lender; (b) any conveyance pursuant to such a Fee Mortgage; (c) subject to Section 15.6, any conveyance to an entity (i) into which or with which Landlord, the Leemilt’s Lessor, the Power Test Lessor, or the Gettymart Lessor, as the case may be, merges, or (ii) which acquires Landlord, the Leemilt’s Lessor, the Power Test Lessor, the Gettymart Lessor or all or substantially all of the assets of such entity, as the case may be, or (d) any subsequent conveyance(s) by anyone whose title derives directly or indirectly from any conveyance described in clause (b) of this Section.
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Certain Exempt Transactions. Tenant’s Right of First Offer shall not apply to any of the following transactions: (a) the grant of a bona fide Fee Mortgage to an Institutional Lender or other unaffiliated lender; (b) any conveyance pursuant to such a Fee Mortgage; (c) subject to Section 15.6, any conveyance to an entity (i) into which or with which Landlord, the Leemilt’s Lessor, the Power Test Lessor, or the Gettymart Lessor, as the case may be, merges, or (ii) which acquires Landlord, the Leemilt’s Lessor, the Power Test Lessor or the Gettymart Lessor or all or substantially all of the assets of such entity, as the case may be, or (d) any subsequent conveyance(s) by anyone whose title derives directly or indirectly from any conveyance described in clause (b) of this paragraph.
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Certain Exempt Transactions. The Sec- retary shall prescribe regulations under which any transaction shall be exempt from the application of this paragraph if such exemption is not likely to significantly reduce the tax liability of the pur- chaser by reason of the overstatement of the ad- justed basis of the acquired asset.
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Certain Exempt Transactions. Notwithstanding anything to the contrary contained herein, Tenant's Right of First Refusal shall not apply to any of the following transactions: (a) the grant of a bona fide Fee Mortgage to an Institutional Lender or other unaffiliated lender; (b) any conveyance pursuant to
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Certain Exempt Transactions. The provisions of this Section 5 shall not apply to (i) any transfer between or among CHP and/or any related account or fund managed by ▇▇▇▇▇▇ ▇▇▇▇▇▇, Inc. and/or any entity or person that directly or indirectly controls or is controlled by or is under direct or indirect common control with CHP or any such related account or fund at a price not in excess of such person's or entity's original cost or (ii) any transfer to the partners or other equity holders of CHP or any other entity to which CHP shall have transferred such shares in accordance with clause (i) of this Section 5(d) as part of a distribution by CHP or such other entity, provided that in each such case, such transferee agrees to be bound by the provisions of this Agreement.
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Certain Exempt Transactions. Tenant's Right of First Offer shall not apply to any of the following transactions: (a) the grant of a bona fide Fee Mortgage to an Institutional Lender or other unaffiliated lender; (b) any conveyance pursuant to such a Fee Mortgage; (c) subject to Section 15.6, any conveyance to an entity (i) into which or with which Landlord or the Power Test Lessor, as the case may be, merges, or (ii) which acquires Landlord or the Power Test Lessor or all or substantially all of the assets of Landlord or the Power Test Lessor, as the case may be, or (d) any subsequent conveyance(s) by anyone whose title derives directly or indirectly from any conveyance described in clause (b) of this paragraph.
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Related to Certain Exempt Transactions

  • Exempt Transactions The following transactions shall be exempt from the provisions of this Section 4: (1) any transfer of Shares to or for the benefit of any spouse, child or grandchild of the Participant, or to a trust for their benefit; (2) any transfer pursuant to an effective registration statement filed by the Company under the Securities Act of 1933, as amended (the “Securities Act”); and (3) the sale of all or substantially all of the outstanding shares of capital stock of the Company (including pursuant to a merger or consolidation); provided, however, that in the case of a transfer pursuant to clause (1) above, such Shares shall remain subject to the right of first refusal set forth in this Section 4.

  • Exempt Transaction Subject to the accuracy of the Warrantholder's representations in Section 10 hereof, the issuance of the Preferred Stock upon exercise of this Warrant will constitute a transaction exempt from (i) the registration requirements of Section 5 of the 1933 Act, in reliance upon Section 4(2) thereof, and (ii) the qualification requirements of the applicable state securities laws.

  • Certain Corporate Transactions In the event of certain corporate transactions, this Option shall be subject to adjustment as provided in Section 16 of the Plan. In the event of a Change in Control, this Option shall be subject to the provisions of Section 17 of the Plan.

  • Certain Transactions The Warrant Agent, and its officers, directors and employees, may become the owner of, or acquire any interest in, Warrants, with the same rights that it or they would have if it were not the Warrant Agent hereunder, and, to the extent permitted by applicable law, it or they may engage or be interested in any financial or other transaction with the Company and may act on, or as depositary, trustee or agent for, any committee or body of holders of Warrant Securities or other obligations of the Company as freely as if it were not the Warrant Agent hereunder. Nothing in this Warrant Agreement shall be deemed to prevent the Warrant Agent from acting as trustee under any indenture to which the Company is a party.

  • Certain Transactions and Agreements To the Knowledge of the Company ----------------------------------- and the Shareholders, none of the directors or shareholders of the Company, nor any member of their immediate families, has any direct or indirect ownership interest in any firm or corporation that competes with the Company (except with respect to any interest in less than one percent of the stock of any corporation whose stock is publicly traded). None of said officers directors, shareholders or employees, nor any member of their immediate families, is directly or indirectly interested in any contract or informal arrangement with the Company, except for normal compensation for services as an officer, director or shareholder thereof. None of said officers, directors, shareholders or employees nor any member of their immediate families has any interest in any property, real or personal, tangible or intangible, including any Intellectual Property Rights, used in or pertaining to the business of the Company, except for the normal rights of a shareholder of the Company.