Free Transferability. Subject to this Section 5.5, Preferred Securities shall be freely transferable.
Free Transferability. Except as limited by the [describe Loan Agreement/Mezzanine Loan Agreement restrictions], to the fullest extent permitted by the Act, any [Member][Partner] may, at any time or from time to time, without the consent of any other Person, Transfer, pledge or encumber any or all of its Shares. Subject to the restrictions of the [describe Loan Agreement/Mezzanine Loan Agreement restrictions], the Transferee of any Shares shall be admitted to the [Company][Partnership] as a substitute member of the [Company][Partnership] on the effective date of such Transfer upon (i) such Transferee's written acceptance of the terms and provisions of this Agreement and its written assumption of the obligations hereunder of the Transferor of such Shares, which shall be evidenced by such Transferee's execution and delivery to the [Company][Partnership] of an Application for Transfer of Shares on the reverse side of the Share Certificate representing the Shares being transferred, and (ii) the recording of such Transferee's name as a Substitute [Member][Partner] on the books and records of the [Company][Partnership]. Any Transfer of any Shares pursuant to this Section __ shall be effective as of the later of (i) the close of business on the day on which such Transfer occurs, or (ii) the effective date and time of such Transfer that is designated in the Application for Transfer of Shares delivered by the Transferee to the [Company][Partnership]. Schedule 1 Corporations, Limited Liability Corporations and Partnerships Schedule 2 Ownership Chart Schedule 3 Organizational Documents Stock Power A transfer power in form and substance acceptable to Lender. THE CERTIFICATES
Free Transferability. Except as limited by the [describe Loan Agreement/Mezzanine Loan Agreement restrictions], to the fullest extent permitted by the Act, any [Member] [Partner] may, at any time or from time to time, without the consent of any other Person, Transfer, pledge or encumber any or all of its Shares. Subject to the restrictions of the [describe Loan Agreement/Mezzanine Loan Agreement restrictions], the Transferee of any Shares shall be admitted to the [Company] [Partnership] as a substitute member of the [Company] [Partnership] on the effective date of such Transfer upon (i) such Transferee’s written acceptance of the terms and provisions of this Agreement and its written assumption of the obligations hereunder of the Transferor of such Shares, which shall be evidenced by such Transferee’s execution and delivery to the [Company] [Partnership] of an Application for Transfer of Shares on the reverse side of the Share Certificate representing the Shares being transferred, and (ii) the recording of such Transferee’s name as a Substitute [Member] [Partner] on the books and records of the [Company] [Partnership]. Any Transfer of any Shares pursuant to this Section shall be effective as of the later of (i) the close of business on the day on which such Transfer occurs, or (ii) the effective date and time of such Transfer that is designated in the Application for Transfer of Shares delivered by the Transferee to the [Company] [Partnership]. SCHEDULE I LITIGATION SCHEDULE Plaintiff(s) Defendant(s) Date of Incident Xxxxx & Vensa Ajic and Xxx & Xxxxxx Xxxxxx CP Hotels (US) 1998 Inc. December 2001 Equal Employment Opportunity Commission (Re: Xxx Xxxxxx) CP Hotels (US) 1998 Inc. FHRUSI May 29, 2003 Xxxxxxx Xxxxxxxxx Fairmont Scottsdale Princess Hotel November 28, 2002 Xxxxxx & Xxxxxx Xxxxx FHRI, dba The Fairmont Scottsdale Princess Hotel March 11, 2005 Xxxxx Xxxxx & Xxxx Xxxxx CP Hotels Inc. dba the Fairmont Scottsdale Princess, et al. February 20, 2004 SCHEDULE II LIST OF EXCHANGE DOCUMENTS 1) X(SHR) EXCHANGE AGT. & DOCS
Free Transferability. Except as limited by the Basic Documents (for so long as the Loan is outstanding and subject to Section 21), to the fullest extent permitted by the Act, any Member may, at any time or from time to time, without the consent of any other Person, Transfer, pledge or encumber any or all of its Shares. Subject to the restrictions of the Basic Documents (for so long as the Loan is outstanding and subject to Sections 21 and 23), the Transferee of any Shares shall be admitted to the Company as a substitute member of the Company on the effective date of such Transfer upon (i) such Transferee’s written acceptance of the terms and provisions of this Agreement and its written assumption of the obligations hereunder of the Transferor of such Shares, which shall be evidenced by such Transferee’s execution and delivery to the Company of an Application for Transfer of Shares on the reverse side of the Share Certificate representing the Shares being transferred, and (ii) the recording of such Transferee’s name as a substitute member on the books and records of the Company; provided, however, that if the Member Transfers all of its Shares pursuant to this Agreement, such admission shall be deemed (First Mezzanine) effective immediately prior to the Transfer, and immediately following such admission the transferor Member shall cease to be a member of the Company. Any Transfer of any Shares in accordance with the provisions of this Agreement shall be effective upon registration of such Transfer in the books and records of the Company. Mezzanine Loan Agreement (First Mezzanine) SCHEDULE I Amortization Schedule (see attached) Schedule I Mezzanine Loan Agreement (First Mezzanine) Month of Payment Date Year Principal May 2012 $ 78,136.01 June 2012 $ 56,841 .56 July 2012 $ 79,148.34 August 2012 $ 57,895.49 September 2012 $ 58,344.18 October 2012 $ 80,613.75 November 2012 $ 59,421.10 December 2012 $ 81,664.01 January 2013 $ 60,514.51 February 2013 $ 60,983.50 March 2013 $ 126,650.95 April 2013 $ 62,437.66 May 2013 $ 84,605.89 June 2013 $ 63,577.25 July 2013 $ 85,717.27 August 2013 $ 64,734.28 September 2013 $ 65,235.97 October 2013 $ 87,334.92 November 2013 $ 66,418.40 December 2013 $ 88,488.07 January 2014 $ 67,618.92 February 2014 $ 68,142.97 March 2014 $ 133,167.68 April 2014 $ 69,703.13 May 2014 $ 91,691.48 June 2014 $ 70,953.94 July 2014 $ 92,911.32 August 2014 $ 72,223.89 September 2014 $ 72,783.63 October 2014 $ 94,695.71 November 2014 $ 74,081 .59 December 2014 $ 95,961.54 ...
Free Transferability. This Base Prospectus contains a summary of certain selling restrictions in the United States, the European Economic Area, the United Kingdom, Denmark, Finland, The Netherlands, Norway, Sweden, Spain, and Japan. The Notes have not been and will not be registered under the United States Securities Act of 1933 (the "Securities Act") and may not be offered and sold within the United States or to, or for the account or benefit of U.S. persons except in certain transactions exempt from the registration requirements of the Securities Act. In relation to each member state of the European Economic Area which has implemented the Prospectus Directive, including the Kingdom of Sweden (each, a "Relevant Member State"), each dealer appointed in relation to the Programme (each a "Dealer") has represented and agreed, and each further Dealer appointed under the Programme will be required to represent and agree, that with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the "Relevant Implementation Date") it has not made and will not make an offer of Notes to the public in that Relevant Member State except with the consent of the Issuer given in accordance with Element A.2 above. Each Dealer has represented and agreed and each further Dealer appointed under the Programme will be required to represent and agree that it has complied and will comply with all applicable provisions of the Financial Services and Markets Act 2000 (the "FSMA") with respect to anything done by it in relation to any Notes in, from or otherwise involving the United Kingdom. Each Dealer has represented and agreed, and each further Dealer appointed under the Programme will be required to represent and agree, that it has not offered or sold and will not offer, sell or deliver any of the Notes directly or indirectly in the Kingdom of Denmark by way of public offering, unless in compliance with the Danish Securities Trading Act (Consolidated Act No. 883 of 9 August 2011, as amended) (in Danish: Værdipapirhandelsloven) and Executive Orders issued thereunder. Each Dealer has represented and agreed, and each further Dealer appointed under the Programme will be required to represent and agree, in respect of any offers or sales of Notes in Ireland, that it will comply with: the provisions of the European Communities (Markets in Financial Instruments) Regulations 2007 (Nos. 1 to 3) (as amended), including, without limitation, Regulations 7 and 152...
Free Transferability. Except as limited by the Credit Agreement, to the fullest extent permitted by the Act, the Member may, at any time or from time to time, without the consent of any other Person, Transfer, pledge or encumber any or all the Company Interest. Subject to the restrictions of the Credit Agreement, the Transferee of any Company Interest shall be admitted to the Company as a substitute member of the Company on the effective date of such Transfer upon (i) such Transferee’s written acceptance of the terms and provisions of this Agreement and its written assumption of the obligations hereunder of the Transferor of such Company Interest, which shall be evidenced by such Transferee’s execution and delivery to the Company of an application for Transfer of Company Interest on the reverse side of the Company Interest Certificate representing the Company Interest being transferred, and (ii) the recording of such Transferee’s name as a substitute member on the books and records of the Company. Any Transfer of any or all of the Company Interest pursuant to this Section [ ] shall be effective as of the later of (a) the close of business on the day on which such Transfer occurs, or (b) the effective date and time of such Transfer that is designated in the application for Transfer of Company Interests delivered by the Transferee to the Company. SCHEDULE III
Free Transferability. After the Options have vested, they may be freely transferred subject to compliance with applicable law.
Free Transferability. Subject to Sections 2.4 and 2.5 below, but notwithstanding anything otherwise to the contrary in this Agreement, from and after the first anniversary of the Closing Date, there shall be no restrictions of any kind with respect to Transfers of Transfer Restricted Securities by any of the Holders, other than any restrictions imposed by applicable state or federal securities laws.
Free Transferability. Except as limited by the Credit Agreement, to the fullest extent permitted by the Act, any Member may, at any time or from time to time, without the consent of any other Person, Transfer, pledge or encumber any or all of its Shares. Subject to the restrictions of the Credit Agreement, the Transferee of any Shares shall be admitted to the Company as a substitute member of the Company on the effective date of such Transfer upon (i) such Transferee’s written acceptance of the terms and provisions of this Agreement and its written assumption of the obligations hereunder of the Transferor of such Shares, which shall be evidenced by such Transferee’s execution and delivery to the Company of an Application for Transfer of Shares on the reverse side of the Share Certificate representing the Shares being transferred, and (ii) the recording of such Transferee’s name as a Substitute Member on the books and records of the Company. Any Transfer of any Shares pursuant to this Section shall be effective as of the later of (i) the close of business on the day on which such Transfer occurs, or (ii) the effective date and time of such Transfer that is designated in the Application for Transfer of Shares delivered by the Transferee to the Company. SCHEDULE V APPROVED MANAGERS White Lodging Services Corporation SCHEDULE VI ALLOCATED LOAN AMOUNTS Brand Address City State Allocated Loan Amount
Free Transferability. Notwithstanding any other provision of this Article XI: (i) the Individual Investors shall be allowed to Transfer any or all of their Units in the LLC freely to any of the other Individual Investors and (ii) at anytime after the eighteen (18) month period referred to in Section 11.5, additional physicians may be added to the LLC as Members and Individual Investors pursuant to Transfer(s) of Units from the then current Individual Investors to the additional physicians upon the approval of and pursuant to such terms and conditions as the Hospital (such approval not to be unreasonably withheld) and Individual Investors may so determine by Special Consent of the Individual Investors. This right shall not extend to the executor or administrator of a deceased Individual Investor or to the spouse of a divorced Individual Investor. Additionally, the Hospital shall be allowed to Transfer any or all of its Units in the LLC freely to any of its Affiliates (as that term is defined in Section 1.1.2 of this Agreement).
