Restriction Against Transfer. Each Limited Partner hereby covenants and agrees that no Limited Partner shall sell, exchange, assign, convey, give away, pledge, mortgage, xxxxx x xxxx on or in any manner encumber or otherwise transfer or offer to transfer (hereinafter referred to as “Transfer”) any of the Limited Partner’s Limited Partnership Interest, or any right, title or interest therein, whether now owned or hereafter acquired, or any rights or obligations under this Agreement, except with the prior written consent of the General Partner, which it may withhold in its sole discretion. As used in this Article VIII, the term “Limited Partnership Interest” shall mean, in the case of a Limited Partner, any of such Limited Partner’s Limited Partnership Interest or other right, title or interest in and to the Partnership. Any Transfer, or attempted Transfer, no matter how effected, in violation of the restrictions contained herein shall be null and void and shall not be effective to transfer the Limited Partnership Interest or any right, title or interest therein or any rights or obligations hereunder. Any Transfer by a Limited Partner of all or any part of the Limited Partner’s Partnership Interest shall be valid and effective only if the Company consents in writing to such transfer and the transferring Limited Partner and the transferring Limited Partner’s transferee (a) executes, acknowledges and delivers to the Company such instruments of transfer and assignment as are in form and substance satisfactory to the Company and (b) furnishes to the Company such assurances as the Company may request, including, without limitation, (if requested by the Company) an opinion of counsel satisfactory to the Company, either that the transferring Limited Partner’s Limited Partnership Interest has been registered for sale under the Securities Act of 1933, as amended, and under all applicable state securities laws or that such registration under the said Securities Act of 1933 and under all applicable state securities laws is not required.
Restriction Against Transfer. Neither the Shares of Restricted Stock nor any interest in the Shares of Restricted Stock may be sold, assigned, transferred, pledged or hypothecated or otherwise be disposed of or encumbered except at the time(s) and under the circumstances specifically permitted or required by this Agreement including, but not limited to, any pledge of the Shares of Restricted Stock. In the event of any attempt to effect any action in contravention of the next preceding sentence, then, any provision of this Agreement to the contrary notwithstanding, such Shares of Restricted Stock shall thereupon be forfeited to the Corporation.
Restriction Against Transfer. Purchaser agrees that it will not transfer, assign, hypothecate, or in any way dispose of any of the Shares, or any right or interest therein, whether voluntarily or by operation of law, or by gift or otherwise, without the prior written consent of the Company, except to the extent that a transfer is made in accordance with the terms of this Agreement. Any purported transfer in violation of any provision of this Agreement shall be void and ineffectual, and shall not operate to transfer any interest or title to the purported transferee.
Restriction Against Transfer. The Carrabba Entities hereby covenant and agree that no Carrabba Entity shall, directly or indirectly, in any manner whatsoever, transfer or encumber, or offer to transfer or encumber (hereinafter referred to as "Transfer") any of its interest in the royalties provided for in Article III hereof, or any right, title or interest therein, whether now owned or hereafter acquired ("Royalty Interest"), except in accordance with the provisions of this Article VI. Any purported Transfer, no matter how effected, which does not comply with the terms, conditions and procedures of this Agreement shall be null and void and shall transfer no interest in the Royalty Interest, but such non-complying purported Transfer shall not relieve CIGI of any of its obligations under this Agreement. For purposes of this Agreement, a Transfer of a Royalty Interest shall include any issuance, disposition or encumbrance, of any shares of any class of capital stock of MBI or other ownership or voting interest in MBI, and all provisions of this Article VI shall apply to any such disposition or encumbrance.
Restriction Against Transfer. Stockholder agrees that Stockholder shall not sell, assign, pledge, gift or otherwise transfer any of his Stock in any manner other than as permitted in this Agreement. No sale, assignment, pledge, gift or other transfer of any Stock by Stockholder in violation of the provisions of this Agreement, or the Articles of Incorporation or Bylaws of Company, shall be valid. Company shall not transfer any Stock on the books of Company, nor shall any such Stock be entitled to vote, nor shall any dividends be paid on any such Stock during the period of any violation under this Agreement. The above disqualifications shall be in addition to and not in lieu of any other remedies, legal or equitable, to enforce these provisions. Nothing contained in this Agreement shall be construed to limit or render ineffective any of the Articles of Incorporation or Bylaws of Company further restricting or conditioning the transfer of the Stock.
Restriction Against Transfer. You may not sublicense, assign, share, sell, rent, lease, or otherwise transfer your individual right to use the Licensed Materials.
Restriction Against Transfer. You may not sublicense, assign, share, sell, rent, lease, or otherwise transfer your right to access or use the Licensed Materials. NO WARRANTY: NEITHER ASP NOR ANY OTHER PARTY MAKES ANY WARRANTY OR REPRESENTATION, EXPRESSED OR IMPLIED, WITH RESPECT TO THE LICENSED MATERIALS, WHICH ARE LICENSED "AS IS". ALL WARRANTIES ARE EXPRESSLY EXCLUDED AND DISCLAIMED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USE OF TRADE. ANY STATEMENTS OR REPRESENTATIONS MADE BY ANY OTHER PERSON OR ENTITY ARE VOID. YOU ASSUME ALL RISK AS TO THE QUALITY, FUNCTION, PERFORMANCE, AND ACCURACY OF THE LICENSED MATERIALS. LIMITATION OF LIABILITY: IN NO EVENT WILL ASP OR ANY OTHER PARTY WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION, PROMOTION OR MARKETING OF THE LICENSED MATERIALS BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, RELIANCE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF DATA OR PROFITS, OR FOR INABILITY TO USE THE LICENSED MATERIALS, WHETHER SUCH DAMAGES ARISE UNDER CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, AND EVEN IF ASP OR SUCH OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL ASP OR SUCH OTHER PARTY'S LIABILITY FOR ANY DAMAGES OR LOSS TO YOU OR ANY OTHER PARTY EXCEED THE LICENSE FEE YOU PAID FOR THE LICENSED MATERIALS. GENERAL: If any provision of this Agreement is determined to be invalid or unenforceable under any applicable law, it shall be deemed omitted and the remaining provisions shall continue in full force and effect. This Agreement may be modified only in writing authorized by ASP. All Seasons Publications Ltd.’s waiver of any right shall not constitute a waiver of that or any other right in the future. This Agreement shall be governed by and construed in accordance with the laws and exclusively in the provincial courts of the province of British Columbia, Canada. This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof, and all prior agreements, representations, statements, and undertakings, oral or written, are hereby expressly superseded and canceled. Should you have any questions regarding this Agreement, you may contact All Seasons Publications Ltd. at the email address or telephone numbers set forth below. Telephone: 000-000-...
Restriction Against Transfer. (a) So long as this Agreement is in force and effect, no Option Rights shall be transferred or sold or otherwise disposed of (by gift or otherwise), voluntarily, involuntarily, or by operation of law, except as provided in this Agreement. SECTION I of this Agreement shall govern all transfers of Option Rights. No Shareholder shall sell, assign, transfer, pledge, encumber or in any other way dispose of any of his Option Rights to any person or entity, except pursuant to the provisions of SECTION I of this Agreement; provided, however, that if any permitted transfer of Option Rights is proposed to be made under the terms of this Agreement, the transferee of such Option Rights must expressly assume in a signed writing the rights and obligations of a Shareholder hereunder and agree that such Option Rights shall continue to be subject to the terms and conditions of this Agreement prior to such proposed transfer becoming effective.
Restriction Against Transfer. Except with respect to a Permitted Transfer (as defined below), Friedland agrees that he will not transfer, assign, hypothecate, or ix xxx xxx alienate any of his Shares, or any right or interest therein, whether voluntarily or by operation of law, or by gift or otherwise, unless in a transfer that meets the requirements of this Agreement. Any purported transfer in violation of any provision of this Agreement shall be void and ineffectual, shall not operate to transfer any interest or title in the purported transferee, and shall give the Corporation a right to purchase such Shares in the manner and on the terms and conditions provided for herein. For purposes hereof, a "
Restriction Against Transfer. You may not sublicense, assign, share, sell, rent, lease, or otherwise transfer your right to use the Licensed Materials (including your username and password) whether by merger, operation of law, or otherwise. CONSUMER CONTENT: The PedMed mobile application is designed to offer users medication information. The medication information furnished in this mobile application is not intended to replace personal consultation with a qualified healthcare professional. You must always seek the advice of a professional for questions related to your disease, disease symptoms, and appropriate treatments. If you have or suspect that you have a medical problem or condition, please contact a qualified health care professional immediately. You should never disregard medical advice or delay in seeking it because of something you have read on this site. IF YOU HAVE AN EMERGENCY, CALL 9-1-1. This mobile application does not give medical advice, nor do we provide medical or diagnostic services. Neither this mobile application or any of its affiliates or employees guarantee that the content covers all possible uses, direction, precautions, drug interactions, or adverse effects that may be associated with any information. You may not rely on the application of any information on this mobile application as being applicable to your specific circumstances. Neither this mobile application or any of its affiliates assume any liability or responsibility for damages or injury to you, other persons, or property arising from any use of any information, idea, or instruction contained in this mobile application.
