WAIVER AND ASSIGNMENT OF DIVIDEND RIGHTS Sample Clauses

The Waiver and Assignment of Dividend Rights clause establishes that a party voluntarily gives up their entitlement to receive dividends and may transfer those rights to another party. In practice, this means that the original holder of shares or interests agrees not to claim any future dividend payments, and instead, those payments can be redirected to a designated assignee. This clause is commonly used to facilitate financial arrangements, such as settling debts or supporting family members, and its core function is to provide flexibility in the allocation of dividend income while preventing disputes over entitlement.
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WAIVER AND ASSIGNMENT OF DIVIDEND RIGHTS. Purchaser hereby waives and assigns to holders of Common stock other than Purchaser any and all rights of the Common Shares (and of any subsequently acquired shares of Common Stock of the Company issued upon conversion of the Series A Shares or Conversion shares) to participate in any divided distributions lawfully declared by the Company with respect to its Common Stock, until the earlier of (i) a distribution, or series of distributions, in an aggregate amount of $1,537,994.40, or (ii) the closing of a Public Offering. Purchaser shall not, in any manner whosoever, take any action which would hinder or delay, or otherwise interfere with the Company's ability to declare any such dividend. Any transferee, successor or assignee of the Common Shares (and of any subsequently acquired shares of Common Stock of the Company issued upon conversion of the Series A Shares or Conversion Shares) shall take such shares subject to this waiver and assignment, and as a condition precedent to the valid transfer of such shares, shall be bound, and shall agree in writing to be bound thereby.
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Related to WAIVER AND ASSIGNMENT OF DIVIDEND RIGHTS

  • Transfer and Assignment of Interests With the exception of transfers between family members, stated in 6.3, Members who wish to transfer, assign, convey or sell their Membership Interest must obtain unanimous written approval from the other Members. The other Members may approve or reject this request in their sole discretion.

  • Transfer, Amendment and Assignment No transfer, amendment, waiver, supplement, assignment or other modification of this Transaction shall be permitted by either party unless each of Standard & Poor's Ratings Service, a division of The ▇▇▇▇▇▇-▇▇▇▇ Companies, Inc ("S&P") and ▇▇▇▇▇'▇ Investors Service, Inc. ("MOODY'S"), has been provided notice of the same and confirms in writing (including by facsimile transmission) that it will not downgrade, qualify, withdraw or otherwise modify its then-current ratings on the Certificates issued under the Pooling and Servicing Agreement (the "CERTIFICATES").

  • Amendment and Assignment of Agreement This Agreement may not be amended or assigned without the affirmative vote of a majority of the outstanding voting securities of the Fund, and this Agreement shall automatically and immediately terminate in the event of its assignment.

  • ASSIGNMENT OF RIGHTS, TITLE, INTEREST AND BENEFITS The Purchaser shall not without the written consent of the Assignee/Bank, Developer/Proprietor (if applicable) and/or the relevant authorities be entitled to assign his rights, title, interest and benefits under the contract of sale made pursuant hereto or the principal Sale and Purchase Agreement entered between the Developer/Proprietor and the original Purchaser before the Property has been duly assigned or transferred to him by the Assignee/Bank. The Assignee/Bank’s decision to grant the consent or otherwise shall be in its absolute discretion and shall not be questioned.

  • Transfer and Assignment Party A may assign or transfer any of its rights or delegate any of its duties hereunder to any Affiliate of Party A that has a long-term issuer rating or a rating for its long term, unsecured and unsubordinated indebtedness that is equal to or better than Party A’s credit rating at the time of such assignment or transfer so long as (a) such assignee or transferee is organized under the laws of the United States or any State thereof; (b) Party B will not be required to pay to such assignee or transferee an amount in respect of an Indemnifiable Tax under Section 2(d)(i)(4) of the Agreement greater than the amount in respect of which Party B would have been required to pay Party A in the absence of such assignment or transfer; (c) Party B will not receive a payment from which an amount has been withheld or deducted on account of a Tax under Section 2(d)(i) of the Agreement in excess of that which Party A would have been required to so withhold or deduct in the absence of such assignment or transfer, unless Party A would be required to pay to Party B amounts under Section 2(d)(i)(4) of the Agreement in respect of such Tax; and (d) no Event of Default, Potential Event of Default or Termination Event will occur as a result of such assignment or transfer. Notwithstanding any other provision in this Confirmation to the contrary requiring or allowing Party A to purchase, sell, receive or deliver any Shares or other securities to or from Party B, Party A may designate any of its Affiliates to purchase, sell, receive or deliver such Shares or other securities and otherwise to perform Party A’s obligations in respect of the Transaction and any such designee may assume such obligations. Party A shall be discharged of its obligations to Party B to the extent of any such performance.