Involuntary Transfer of Shares Sample Clauses

Involuntary Transfer of Shares. (a) In case of the involuntary sale or other involuntary transfer or disposition of Shares (including without limitation any transfer of title or beneficial ownership upon default, forfeiture, court order, or otherwise than by a voluntary decision on the party of Shareholder), the Corporation shall have the right to purchase such Shares in the manner hereinafter set forth. Immediately upon the acquisition of such Shares, the transferee thereof shall furnish written notice to the Corporation indicating that said transferee has acquired the Shares and the price and payment terms therefore, accompanied by satisfactory evidence of the same. Upon receipt of such notice, the Corporation shall have the right to purchase all (but not less than all) of the Shares acquired by the transferee, in the same manner and upon the same terms and conditions hereinabove provided in Paragraph 2.2 with respect to the purchase of Shares as if Shareholder had proposed to voluntarily transfer his Shares. The purchase price for said Shares shall be the lesser of the price determined under Paragraph 2.5 or the price paid by the transferee.
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Involuntary Transfer of Shares. In the event of any Involuntary Transfer (as hereinafter defined) of Shares by any Stockholder, the following procedures shall apply:
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Involuntary Transfer of Shares. 51 6.1 Certain Involuntary Transfers; Seller's Notice ............ 51 6.2
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Involuntary Transfer of Shares. In the event of a proposed involuntary Transfer of Shares by a Shareholder caused or suffered by operation of law, according to applicable law or mandated by a judicial order (including by not limited to, any Transfer of Shares or other right to take possession, control or right to sell shares held by a trustee in bankruptcy, creditor under a non-judicial right or power of sale, receiver, custodian, Sheriff, Clerk of Court or similar official or a purchaser at any creditors’, statutory or court sale), (i) the transferor(s) shall provide timely written notice of such Transfer to the Company and (ii) the Company and then the Non-Selling Shareholders shall have an option to purchase all or any portion of the Shares owned by such transferor Shareholder in accordance with Section 6.6 hereof.
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Involuntary Transfer of Shares 
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Related to Involuntary Transfer of Shares

  • Involuntary Transfers Any transfer of title or beneficial ownership of Interests upon default, foreclosure, forfeit, divorce, court order or otherwise than by a voluntary decision on the part of a Management Member or Outside Member (each, an “Involuntary Transfer”) shall be void unless such Management Member or Outside Member complies with this Section 12.4 and enables the Company to exercise in full its rights hereunder. Upon any Involuntary Transfer, the Company shall have the right to purchase such Interests pursuant to this Section 12.4 and the Person to whom such Interests have been Transferred (the “Involuntary Transferee”) shall have the obligation to sell such Interests in accordance with this Section 12.4. Upon the Involuntary Transfer of any Interest, such Management Member or Outside Member shall promptly (but in no event later than two days after such Involuntary Transfer) furnish written notice to the Company indicating that the Involuntary Transfer has occurred, specifying the name of the Involuntary Transferee, giving a detailed description of the circumstances giving rise to, and stating the legal basis for, the Involuntary Transfer. Upon the receipt of the notice described in the preceding sentence, and for 60 days thereafter, the Company shall have the right to purchase, and the Involuntary Transferee shall have the obligation to sell, all (but not less than all) of the Interests acquired by the Involuntary Transferee for a purchase price equal to the lesser of (i) the Fair Market Value of such Interest and (ii) the amount of the indebtedness or other liability that gave rise to the Involuntary Transfer plus the excess, if any, of the Carrying Value of such Interests over the amount of such indebtedness or other liability that gave rise to the Involuntary Transfer. Notwithstanding anything to the contrary, any Involuntary Transfer of Override Units shall result in the immediate forfeiture of such Override Units and without any compensation therefor, and such Involuntary Transferee shall have no rights with respect to such Override Units.

  • Involuntary Transfer An involuntary transfer is a transfer initiated by the district due to staff reduction, building closings, changing building enrollments, unsatisfactory work on the part of the teacher or programmatic needs on the part of the district.

  • Voluntary Transfers (a) A voluntary transfer is the voluntary movement of an employee from one worksite or school to another worksite or school. Any member of the Bargaining Unit shall have the right to request a voluntary transfer.

  • Voluntary Transfer An employee who transfers within the same class shall receive no salary adjustment. An employee who transfers between classes shall receive the minimum adjustment necessary to bring his/her salary to the minimum rate of the new class. However, an employee receiving a rate of pay in excess of the range maximum shall continue to receive that rate of pay.

  • VOLUNTARY TRANSFERS AND REASSIGNMENTS 1. No later than May 1st of each school year, the Superintendent shall deliver to the Association and post in all school buildings a list of the known vacancies which shall occur during the following school year. Supplemental lists shall be posted by June 1st and as new vacancies occur.

  • Transfer of Shares Shares shall be transferable on the records of the Trust only by the record holder thereof or by its agent thereto duly authorized in writing, upon delivery to the Trustees or a transfer agent of the Trust of a duly executed instrument of transfer, together with such evidence of the genuineness of each such execution and authorization and of other matters as may reasonably be required. Upon such delivery the transfer shall be recorded on the applicable register of the Trust. Until such record is made, the Shareholder of record shall be deemed to be the holder of such Shares for all purposes hereof and neither the Trustees nor any transfer agent or registrar nor any officer, employee or agent of the Trust shall be affected by any notice of the proposed transfer. Any person becoming entitled to any Shares in consequence of the death, bankruptcy, or incompetence of any Shareholder, or otherwise by operation of law, shall be recorded on the applicable register of Shares as the holder of such Shares upon production of the proper evidence thereof to the Trustees or a transfer agent of the Trust, but until such record is made, the Shareholder of record shall be deemed to be the holder of such for all purposes hereof, and neither the Trustees nor any transfer agent or registrar nor any officer or agent of the Trust shall be affected by any notice of such death, bankruptcy or incompetence, or other operation of law.

  • Sale and Transfer of Shares Subject to the terms and conditions set forth in this Agreement, at the Closing, Seller shall sell, convey, assign, transfer and deliver the Shares to Purchaser, free and clear of all Liens (other than restrictions arising under the Securities Act or any other applicable state securities laws), and Purchaser shall purchase, acquire and accept the Shares from Seller.

  • ISSUANCE AND TRANSFER OF SHARES 1. The Bank will issue Share certificates upon receipt of a Certificate from an Officer, but shall not be required to issue Share certificates after it has received from an appropriate federal or state authority written notification that the sale of Shares has been suspended or discontinued, and the Bank shall be entitled to rely upon such written notification. The Bank shall not be responsible for the payment of any original issue or other taxes required to be paid by the Customer in connection with the issuance of any Shares.

  • Transfer of Shares After Registration Each Purchaser agrees that it will not effect any disposition of the Shares or its right to purchase the Shares that would constitute a sale within the meaning of the Securities Act, except as contemplated in the Registration Statement referred to in Section 7.1 or as otherwise permitted by law, and that it will promptly notify the Company of any changes in the information set forth in the Registration Statement regarding the Purchaser or its plan of distribution.

  • Sale and Transfer of Shares Closing Subject to the terms and conditions of this Agreement, at the Closing, the following will occur:

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