Transfer of Company Interests. (a) No Member’s Company Interest or rights therein shall be Transferred, or made subject to an Indirect Transfer, in whole or in part, without the written consent of each other Member, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that any Member may Transfer its Company Interest without obtaining such consent pursuant to a Permitted Transfer. Any attempt by a Member to Transfer its Company Interest in violation of the immediately preceding sentence shall be void ab initio.
Transfer of Company Interests. No Member shall transfer, sell, pledge, hypothecate, encumber or assign (collectively, a “Transfer”) any portion of such Member’s interest, except with the approval of the Manager. Any purported transfer in violation of this Article VI shall be void ab initio and shall not bind the Company.
Transfer of Company Interests. Seller is the record and beneficial direct owner of and holds good, valid and transferable title to the Company Interests. The delivery by Seller of the Assignment and Assumption Agreement, duly executed by Seller and 8point3 OpCo Holdings, will transfer to 8point3 OpCo Holdings good and valid title to the Company Interests free and clear of any Liens (other than Permitted Equity Liens), and admit 8point3 OpCo Holdings as the sole member of, the Company, immediately upon Closing.
Transfer of Company Interests. Subject to the terms and conditions set forth in this Agreement, at the Closing Time and immediately following the contribution described in Section 2.1, Seller will sell to Buyer, and Buyer will purchase from Seller, all of the outstanding membership interests in Company (the "Company Interests") free and clear of all Encumbrances (other than Permitted Encumbrances) in exchange for the Share Consideration. The shares of Charter Class A Common Stock representing the Share Consideration will be registered in the name of Seller, provided that Seller will be entitled to have the shares registered in the name of its parent upon completion of the liquidation and dissolution of Seller as contemplated by Section 6.32.
Transfer of Company Interests. Subject to Section 10.8, neither Member shall be entitled to Transfer, directly or indirectly, all or any portion of its Company Interest or its equitable right to the profits or capital of the Company, without the prior written consent of the other Member, which consent may be given or withheld in the sole discretion of the other Member. A Transfer by TCG Member not otherwise permitted by this Agreement or consented to by PC Member shall be deemed an Event of Default which is subject to the remedies specified in Section 9.13.
Transfer of Company Interests. 8.1. Limitations on Assignments of Interests by Members.....................51 8.2. Sale of Properties, the Company or its Subsidiaries....................52 8.3.
Transfer of Company Interests. 51 SECTION 16.1.
Transfer of Company Interests. No sale, assignment, transfer, encumbrance or hypothecation shall be made by a Member of the whole or any part of such Member’s interest in the Company (including, but not limited to, its interest in the capital or profits of the Company) without the prior consent of the other Member(s), if any, which consent may be withheld in the sole and absolute discretion of the Member(s). Upon (i) the transfer of an interest in compliance with this Section 6, (ii) the execution and delivery to the Company of an agreement to be bound by the provisions of this Agreement duly signed by such transferee and (iii) compliance with any additional requirements set forth in the Act, the transferee shall be admitted as a substitute Member. Failing any of (i)-(iii), the Member remains the “Member” and the transferee will succeed to only an economic (non-voting) interest in the Company.
Transfer of Company Interests. Subject to all of the terms and conditions of this Agreement, at the Closing (as defined in Section 3.01), and following the transfer of certain assets by Seller to the Company and the restructuring of the Subsidiaries as contemplated in Section 6.01(b), Seller hereby agrees to sell, transfer and convey to Buyer, and Buyer agrees to purchase and acquire from Seller, free and clear of all Encumbrances (as defined in Section 4.01) of any kind, all of the membership interests of the Company held by Seller immediately prior to the Closing (the "Company Interests"), which will constitute 100% of the outstanding membership interests of the Company.
Transfer of Company Interests. (a) VOLUNTARY TRANSFERS. No Member may Transfer his, her or its Company Interests unless the Investment Committee in its discretion consents to such Transfer. Such consent by the Investment Committee will not be unreasonably withheld. The Investment Committee shall determine any Transfer restrictions (including without limitation "tag-along" restrictions) on the Company Interests.
