Transfers of Interest Sample Clauses
Transfers of Interest. The Member is entitled, in its sole and absolute discretion at any time and from time to time, to sell, mortgage, hypothecate, transfer, pledge, assign, donate, create a security interest in or lien upon, encumber, give, place in trust (voting or other) or otherwise dispose of all or any portion of its Interest in the Company, including the Member’s: (i) interest in the profits, losses, allocations of other items and distributions from the Company; (ii) rights with respect to the management and administration of the Company; (iii) access to or rights to demand or require any information or account of the Company or its affairs; and (iv) rights to inspect the books and records of the Company.
Transfers of Interest. The Member shall be permitted at any time to sell, assign, transfer, pledge, hypothecate or encumber all or part of its interests in Company.
Transfers of Interest. Pledgee may transfer its interest in the Pledged Securities, or any part thereof, to any replacement or successor agent under the Credit Agreement, who shall thereupon become vested with all the rights, remedies, powers, security interests and liens herein granted to Pledgee in respect of the Pledged Securities or the transferred part thereof, subject, however, to the restrictions contained herein.
Transfers of Interest. Each item of income, gain, loss, deduction and credit allocable to any Interest transferred during a quarter shall be allocated between the transferor and transferee in proportion to the number of days during the quarter for which each was the owner of the Interest, without regard to the results of Partnership operations during the portions of the quarter the transferor and transferee owned the Interest. Distributions attributable to the ownership of a transferred Interest shall be paid to the Person who owned the Interest on the last day of the calendar month preceding the date of the distribution.
Transfers of Interest. The Member will make no sale, exchange, disposition or other transfer of their Interest (or any interest therein) until this Agreement is amended to contemplate ADDITIONAL MEMBERS.
Transfers of Interest. Upon any assignment or other transfer by the Payee of any of the Obligations, the Payee may transfer its interest in the Pledged Securities, or any part thereof, to the assignee or transferee, who shall thereupon become vested with all the rights, remedies, powers, security interests and liens herein granted to the Payee in respect of the Pledged Securities or the transferred part thereof, subject, however, to the restrictions contained herein.
Transfers of Interest. No Partner shall have the right or power to assign, transfer or otherwise dispose of its interest in the Partnership without the prior written approval of all other Partners. For this purpose, a transfer of the ownership interest in either Partner or the admission of a new partner by the Partners shall be deemed a transfer of a Partnership interest.
Transfers of Interest. 22 Section 9.1 General Partner......................................................................................22 Section 9.2 Admission of a Substitute or Additional General Partner..............................................23 Section 9.3 Effect of Bankruptcy, Withdrawal, Death or Dissolution of a General Partner..........................23 Section 9.4 Removal of a General Partner.........................................................................24 Section 9.5 Restrictions on Transfer of Limited Partnership Interests............................................24 Section 9.6 Admission of Substitute Limited Partner..............................................................24 Section 9.7 Rights of Assignees of Partnership Interests.........................................................25 Section 9.8 Effect of Bankruptcy, Death, Incompetence or Termination of a Limited Partner........................25 Section 9.9 Joint Ownership of Interests.........................................................................26 Section 9.10 Transferees ........................................................................................26
Transfers of Interest. 6.1.1 Neither Party may assign, transfer or convey by assignment, sale, farmout, exchange or otherwise (collectively, a “Transfer”) in whole or in part this Agreement or any of its oil and gas leasehold interests in any Joint Lease, except in accordance with this Article 6. Notwithstanding the immediately preceding sentence, a sale or other disposition of equity in a Party or other change of control in a Party shall not be deemed a Transfer.
6.1.2 Any assignment permitted hereunder shall be subject to all of the terms and conditions of this Agreement and any applicable Operating Agreement.
6.1.3 The foregoing notwithstanding, subject to Section 24.1.3 of the Form JOA and other similar maintenance of interest obligations in an Operating Agreement, either Party shall be entitled to Transfer an interest in this Agreement and its oil and gas leasehold interests in the Joint Leases to an Affiliate without the consent of the other Party, but the transferring Party shall remain liable for the performance of its obligations hereunder notwithstanding such transfer, and the Affiliate shall be bound by its transferor’s transfer restrictions hereunder. Notwithstanding the foregoing, if any transferee Affiliate ceases to be an Affiliate of the transferring Party within two (2) years of the Transfer to such Affiliate, then such transferred interest in this Agreement or the oil and gas leasehold interests in the Joint Leases shall be immediately reassigned to the original transferring Party before the transferee Affiliate ceases to be an Affiliate of the original transferring Party.
6.1.4 Except for the oil and gas leasehold interests in the Joint Leases comprising prospects associated with ▇▇▇▇▇ in the Obligation Well Program, Cobalt shall have the right (subject to any transfer restrictions and preferential rights to purchase imposed by any applicable Operating Agreement) to freely Transfer any of its interests in the oil and gas leasehold interests in the Joint Leases. Cobalt shall have the right (subject to any transfer restrictions imposed by any applicable Operating Agreement) to freely Transfer any of its interests in the oil and gas leasehold interests in the Joint Leases comprising prospects associated with a well in the Obligation Well Program after such applicable Obligation Well has been drilled.
6.1.5 Until the second anniversary of the Effective Date, Total shall not have the right to Transfer any of its oil and gas leasehold interests in any Joint Lease ex...
Transfers of Interest. The company shall have the right to transfer and assign this Agreement and assign and delegate any of its rights and duties hereunder to any party, and Authorized Service Provider agrees hereby to consent to any such assignment or delegation. Any such assignment shall be binding upon and inure to the benefit of the Company's successors and/or assigns.
(a) Authorized Service Provider understands and acknowledges: that the rights and duties set forth in this Agreement are personal to Authorized Service Provider and that company has granted this Authorized Service Provider in reliance on the business skill, financial capacity, and personal character of Authorized Service Provider or the owners of Authorized Service Provider. Accordingly, neither Authorized Service Provider nor any immediate or remote successor to any part of Authorized Service Provider’s interest in this Agreement, nor any individual partnership, corporation, or other legal entity which directly or indirectly owns any interest in Authorized Service Provider shall transfer or assign this Agreement, or shall sell, assign, transfer, convey or give away any direct or indirect interest in the Agreement, or in Authorized Service Provider (including any direct or indirect interest in a corporate or partnership Dealership), or in substantially all of the assets of the Agreement, either voluntarily or by operation of law, unless Authorized Service Provider shall have first tendered to Company the right of first refusal to acquire such interest in accordance with the provisions and other conditions set forth below, and then if Company fails to exercise said right, only with the prior written consent of Company, which consent will not be unreasonably withheld. Any purported assignment or transfer, by operation of law or otherwise, not having the written consent of Company required by this Section 12 (a) shall be null and void.
(b) If a transfer or a proposed transfer would result in a change of control and shall, therefore, be deemed to be a transfer of control for the purposes of this Section (Transfer of Interest), Company shall not unreasonably withhold its consent to such a transfer, provided, however, Company may in its sole discretion require any or all of the following as conditions of its approval:
i. All of Authorized Service Provider’s accrued monetary obligations to Company and its affiliates shall have been satisfied;
ii. Authorized Service Provider is not in any default of any material prov...