TRANSFER OF INTEREST A Sample Clauses

TRANSFER OF INTEREST A. Tom's shall have the right to transfer or assign all or any part of its rights or obligations under this Agreement to any person or legal entity. B. Distributor understands and acknowledges that the rights and duties set forth in this Agreement are personal to Distributor, and that Tom's has granted the rights hereunder in reliance on the business skill, financial capacity and personal character of Distributor or the owners of Distributor. Accordingly, neither Distributor, nor any Principal Shareholder or Principal Partner, nor any individual, partnership, corporation, or other legal entity which directly or indirectly owns any interest in the Tom's Distributorship shall sell, assign, transfer, convey, give away, pledge, mortgage, or otherwise encumber any direct or indirect interest in the Tom's Distributorship (including, without limitation, any direct or indirect interest in a Distributor that is a corporation, partnership or other business entity), or any right, obligation or interest in or under this Agreement or in a substantial portion of the assets of the Tom's Distributorship (a "Transfer"), without the prior written consent of Tom's which will not be unreasonably withheld. Any purported Transfer by operation of law or otherwise, not having the written consent of Tom's required by this Section IX.B. shall be null and void and shall constitute a material breach of this Agreement, for which Tom's may then terminate without opportunity to cure pursuant to Section X.B.(3) of this Agreement. Tom's may, in its sole discretion, condition its consent to a Transfer upon the fulfillment of certain requirements, contingencies and conditions, including without limitation, the requirements that the prospective purchaser be adequately capitalized as described in Appendix E and the transferor executes a general release of Tom's in form satisfactory to Tom's. Said requirements, contingencies and conditions shall be established by Tom's, and may be unilaterally changed by Tom's from time to time and at any time. Said requirements, contingencies and conditions will be uniformly applied and consistently enforced for all Tom's distributors. Distributor may obtain a copy of such requirements, contingencies and conditions upon written request of Tom's.
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Related to TRANSFER OF INTEREST A

  • Transfer of Interest Amount The Transfer of the Interest Amount will be made on the second Local Business Day following the end of each calendar month and on any other Local Business Day on which Posted Collateral in the form of Cash is Transferred to the Pledgor pursuant to Paragraph 3(b); provided, however, that the obligation of Party B to Transfer any Interest Amount to Party A shall be limited to the extent that Party B has earned and received such funds and such funds are available to Party B.

  • Transfer of Interest The Interest is personal property and may be transferred or assigned, in whole or in part, as permitted by the Equityholders Agreement, in the sole discretion of the Member. Notwithstanding anything to the contrary set forth herein, no Interest in the Company may be issued, transferred or pledged in any manner whatsoever except in compliance with all applicable Gaming Licenses and Gaming Laws, except as contemplated by Section 9.2.

  • Transfer of Interests The Member may sell, assign, pledge, encumber, dispose of or otherwise transfer all or any part of the economic or other rights that comprise its Interest. The transferee shall have the right to be substituted for the Member under this Agreement for the transferor if so determined by the Member. No Member may withdraw or resign as Member except as a result of a transfer pursuant to this Section 7 in which the transferee is substituted for the Member. None of the events described in Section 18-304 of the Act shall cause the Member to cease to be a Member of the Company.

  • Residual Interest and Transfer of Interests 6 Section 3.1. The Residual Interest. 6

  • Certificate and Transfer of Interest 8 SECTION 3.1. Initial Ownership..................................................... 8 SECTION 3.2. The Certificate....................................................... 8 SECTION 3.3. Authentication of Certificate......................................... 8 SECTION 3.4. Registration of Transfer and Exchange of Certificate.................. 9 SECTION 3.5. Mutilated, Destroyed, Lost or Stolen Certificates..................... 9 SECTION 3.6.

  • Transfer of Interest in Agreements The Purchaser has the right to assign its interest under this Agreement, in whole or in part, to the Trustee, as may be required to effect the purposes of the Pooling and Servicing Agreement, without the consent of the Seller, and the assignee shall succeed to the rights and obligations hereunder of the Purchaser. Any expense reasonably incurred by or on behalf of the Purchaser or the Trustee in connection with enforcing any obligations of the Seller under this Agreement will be promptly reimbursed by the Seller.

  • Certificates and Transfer of Interests 9 Section 3.1 Initial Ownership 9 Section 3.2 The Certificates 9 Section 3.3 Authentication of Certificates 10 Section 3.4 Registration of Certificates; Transfer and Exchange of Certificates 10 Section 3.5 Mutilated, Destroyed, Lost or Stolen Certificates 12 Section 3.6 Persons Deemed Owners 13 Section 3.7 Access to List of Certificateholders’ Names and Addresses 13 Section 3.8 Maintenance of Office or Agency 14 Section 3.9 Appointment of Paying Agent 14

  • Trust Certificates and Transfer of Interests Section 3.01 [Reserved].

  • Transfer of Membership Interest The Sole Member may Transfer any part or all of its rights and interest (including, but not limited to, its Capital Account) in the Company (each a “Membership Interest”) now owned or hereafter acquired to any Person, and the transferee of such Membership Interest shall become a Member of the Company.

  • Transfer of Optioned Interests For each exercise of the Equity Interest Purchase Option:

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