Effect of Non-Complying Transfers Clause Samples

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Effect of Non-Complying Transfers. Any purported Transfer in violation of this Agreement will be null and void and of no legal effect, and no purported transferee of such a Transfer will be a shareholder of the Company.
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Effect of Non-Complying Transfers. Any Transfer of any Interest (or interest therein) in breach of this Section 5.7, and any Transfer that has (or, in the Manager’s judgment, is likely to result in) an Adverse Regulatory Effect, shall be wholly null and void and shall not effectuate the Transfer contemplated thereby. The Company and the relevant Series shall have the right to obtain injunctive relief (in addition to and not in lieu of any other remedies available to either or both of them) in the event of: (i) any breach or threatened breach of this Section 5.7; or (ii) any Transfer that has (or, in the Manager’s judgment, is likely to result in) an Adverse Regulatory Effect. Any Person who Transfers an Interest (or an interest therein) in breach of this Section 5.7 shall reimburse the relevant Series for all costs and expenses reasonably incurred by such Series in enforcing this Section 5.7 with respect to such Transfer.
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Effect of Non-Complying Transfers. If any transfer in violation of this Agreement shall be attempted, or if any involuntary or other purported transfer by law of any shares occurs or is attempted, it shall be void, and upon presentation for transfer the Company shall not give effect to such purported transfer.
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Effect of Non-Complying Transfers. Any Transfer of Units, or interest therein, that would (i) violate the provisions of this Agreement, (ii) violate any of the Securities Laws or other applicable laws, (iii) cause the termination of the Partnership’s classification as a partnership for federal income tax purposes, (iv) cause the Partnership to be treated as a “publicly traded partnership” within the meaning of Section 7704 of the Code and the Treasury Regulations, or (v) cause the assets of the Partnership to be treated for any purpose of ERISA or Section 4975 of the Code as assets of any “employee benefit plan” as defined in and subject to ERISA or of any plan or account subject to Section 4975 of the Code or would result in a “prohibited transaction” as defined in ERISA or Section 4975 of the Code, shall be wholly null and void and of no legal force or effect and shall not effectuate the Transfer contemplated thereby. The Partnership shall have the right to obtain injunctive relief (in addition to and not in lieu of any other remedies available to it) in the event of any breach of the provisions of this Article VI.
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Effect of Non-Complying Transfers. Any Transfer of any Interest, or interest therein, in breach of this Section 5.5, or that would, in the Manager’s reasonable judgment, either: (i) cause the Company to no longer meet the Family Office Exemption, (ii) cause the Company or the Manager to be in violation of any requirement, condition or guideline contained in any federal or state law or in any order, directive, opinion, ruling or regulation of a federal or state agency or self-regulatory organization, (iii) jeopardize the Company’s continuing classification as a partnership for federal income tax purposes, (iv) result in the Company being treated as a “publicly traded partnership” within the meaning of Section 7704 of the Code and applicable Treasury Regulations, (v) necessitate the registration of the Company as an
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Effect of Non-Complying Transfers. Any Transfer of any Interest (or interest therein) in breach of this Section 5.7, and any Transfer that has (or, in the Managing Member’s judgment, is likely to result in) an Adverse Regulatory Effect, shall be wholly null and void and shall not effectuate the Transfer contemplated thereby. The Company and the relevant Series shall have the right to obtain injunctive relief (in addition to and not in lieu of any other remedies available to either or both of them) in the event of: (i) any breach or threatened breach of this Section 5.7; or (ii) any Transfer that has (or, in the Managing Member’s judgment, is likely to result in) an Adverse Regulatory Effect. Any Person who Transfers an Interest (or an interest therein) in breach of this Section 5.7 shall reimburse the relevant Series for all costs and expenses reasonably incurred by such Series in enforcing this Section 5.7 with respect to such Transfer.
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Effect of Non-Complying Transfers. Any Transfer of any Interest, or interest therein, in breach of this Section 5.5, or that would, in the General Partner’s reasonable judgment, either: (i) cause the Partnership or the General Partner to be in violation of any requirement, condition or guideline contained in any federal, state or foreign law or in any order, directive, opinion, ruling or regulation of a federal, state or foreign governmental agency or self-regulatory organization; (ii) jeopardize the Partnership’s continuing classification as a partnership for federal income tax purposes, (iii) result in the Partnership being treated as a “publicly traded partnership” within the meaning of Section 7704 of the Code and applicable Treasury Regulations, (iv) result in any of the assets of the Partnership being treated as Plan Assets, (v) necessitate the registration of the Partnership as an investment company under the 1940 Act or (v) result in the occurrence of any “prohibited transaction” (within the meaning of Section 406 of ERISA or Section 4975(c) of the Code), shall be wholly null and void and shall not effectuate the Transfer contemplated thereby. The Partnership shall have the right to obtain injunctive relief (in addition to and not in lieu of any other remedies available to it) in the event of any breach or threatened breach of the provisions of this Section 5.5.
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Related to Effect of Non-Complying Transfers

  • Effect of Non-Compliance Failure to comply with the requirements set forth herein may result in termination of this Agreement and/or ineligibility for award of future contracts.

  • Covenant to Comply with Applicable Laws Upon Repurchase of Notes In connection with any repurchase offer, the Company will, if required: (a) comply with the provisions of Rule 13e-4, Rule 14e-1 and any other tender offer rules under the Exchange Act; (b) file a Schedule TO or any other required schedule under the Exchange Act; and (c) otherwise comply with all federal and state securities laws in connection with any offer by the Company to repurchase the Notes; in each case, so as to permit the rights and obligations under this Article 15 to be exercised in the time and in the manner specified in this Article 15.

  • Termination of Covenants The covenants set forth in this Section 5, except for Subsections 5.6 and 5.7, shall terminate and be of no further force or effect (i) immediately before the consummation of the IPO, (ii) when the Company first becomes subject to the periodic reporting requirements of Section 12(g) or 15(d) of the Exchange Act, or (iii) upon a Deemed Liquidation Event, as such term is defined in the Certificate of Incorporation, whichever event occurs first.

  • COMPLIANCE WITH LICENSING REQUIREMENTS CONTRACTOR shall comply with all necessary licensing requirements and shall obtain appropriate licenses and display the same in a location that is reasonably conspicuous, as well as file copies of same with the County Executive Office.

  • Effect of Consent (a) After an amendment, supplement or waiver becomes effective, it will bind every Holder unless it is of the type requiring the consent of each Holder affected. If the amendment, supplement or waiver is of the type requiring the consent of each Holder affected, the amendment, supplement or waiver will bind each Holder that has consented to it and every subsequent Holder of a Note that evidences the same debt as the Note of the consenting Holder. (b) If an amendment, supplement or waiver changes the terms of a Note, the Trustee may require the Holder to deliver it to the Trustee so that the Trustee may place an appropriate notation of the changed terms on the Note and return it to the Holder, or exchange it for a new Note that reflects the changed terms. The Trustee may also place an appropriate notation on any Note thereafter authenticated. However, the effectiveness of the amendment, supplement or waiver is not affected by any failure to annotate or exchange Notes in this fashion.