Future Transfer Clause Samples
A Future Transfer clause establishes the terms under which certain rights, assets, or interests will be transferred at a later date. Typically, this clause outlines the conditions that must be met before the transfer occurs, such as the completion of specific milestones, regulatory approvals, or the passage of a set period. By specifying these future arrangements in advance, the clause provides certainty and structure for both parties, ensuring that the transfer process is clear and enforceable when the agreed-upon conditions are satisfied.
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Future Transfer. If at any time after the Effective Date ▇▇▇▇▇▇ determines it no longer wishes to own any of the Licensed Marks, it shall notify Spinco, and upon Spinco’s request, the Parties shall execute a transfer of any such Licensed Marks to Spinco on mutually agreeable terms.
Future Transfer. Certain facilities that are currently part of the Bannockburn Retail Sewage Collection Facilities were constructed pursuant to bonds issued under Special Service Area #15 (the "SSA #15 Facilities"). The area served by SSA #15 Facilities is identified in Exhibit C attached hereto. While the County will take control of the SSA #15 Facilities as part of the Transferred Facilities in the Transfer Agreement, the County will not take ownership of the SSA #15 Facilities until the bonds that financed the construction of the SSA #15 Facilities (the "SSA Bonds") have been retired, as more fully described in the Transfer Agreement. The Village shall continue to collect all Special Service Area #15 tax revenues and fully repay the SSA Bonds prior to transferring the ownership of the SSA #15 Facilities to the County. Upon the execution of this Agreement, the SSA #15 Facilities shall be operated and controlled by the County and shall be a part of the County Southeast Sewerage System; further, following the transfer of the SSA #15 Facilities pursuant to Section 4 of the Transfer Agreement, the County shall also own the SSA #15 Facilities.
Future Transfer. The Purchaser acknowledges and agrees that the Shares have not been, and will not be, registered under the Securities Act and may not be sold, pledged or otherwise transferred by the Purchaser without compliance with the registration provisions of the Securities Act or an exemption therefrom. The Purchaser acknowledges that the Shares are being transferred hereby under an exemption or exemptions from the registration and qualification requirements of the Securities Act which impose certain restrictions on the Purchaser’s ability to transfer the Shares and shall be deemed to have been acquired in a transaction that (i) is not a distribution for purposes of Section 2(a)(11) of the Securities Act and (ii) does not involve any public offering. The Purchaser is aware of the provisions of Rule 144 promulgated under the Securities Act, including without limitation the applicable holding periods thereunder. The Purchaser understands that any resale or other transfer, or attempted resale or other transfer, made other than in compliance with the above-stated restrictions shall not be recognized by the Company and such purported transaction shall be null and void ab initio and shall vest no right in the purported transferee.
Future Transfer. The Purchaser acknowledges and agrees that the Shares have not been, and will not be, registered under the Securities Act or qualified under any state security Laws (“Blue Sky Laws”), and may not be sold, pledged or otherwise transferred by the Purchaser without compliance with the registration provisions of the Securities Act or an exemption therefrom. The Purchaser acknowledges that the Shares are being transferred hereby under an exemption or exemptions from the registration and qualification requirements of the Securities Act and Blue Sky Laws which impose certain restrictions on the Purchaser’s ability to transfer the Shares and shall be deemed to have been acquired in a transaction that (i) is not a distribution for purposes of Section 2(a)(11) of the Securities Act and (ii) does not involve any public offering. The Purchaser is aware of the provisions of Rule 144 promulgated under the Securities Act, including without limitation the applicable holding periods thereunder. The Purchaser understands that any resale or other transfer, or attempted resale or other transfer, made other than in compliance with the above-stated restrictions shall not be recognized by the Company and such purported transaction shall be null and void ab initio and shall vest no right in the purported transferee. [***] INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
Future Transfer. The Purchaser acknowledges and agrees that the Shares have not been, and will not be, registered under the Securities Act or qualified under any state security Laws ("Blue Sky Laws"), and may not be sold, pledged or otherwise transferred by the Purchaser without compliance with the registration provisions of the Securities Act or an exemption therefrom. The Purchaser acknowledges that the Shares are being transferred hereby under an exemption or exemptions from the registration and qualification requirements of the Securities Act and Blue Sky Laws which impose certain restrictions on the Purchaser's ability to transfer the Shares and shall be deemed to have been acquired in a transaction that (i) is not a distribution for purposes of Section 2(a)(11) of the Securities Act and (ii) does not involve any public offering. The Purchaser is aware of the provisions of Rule 144 promulgated under the Securities Act, including without limitation the applicable holding periods thereunder. The Purchaser understands that any resale or other transfer, or attempted resale or other transfer, made other than in compliance with the above-stated restrictions shall not be recognized by the Company and such purported transaction shall be null and void ab initio and shall vest no right in the purported transferee.