Transfers with Consent Sample Clauses

Transfers with Consent. Notwithstanding the provisions of Section 2.1, a transfer or disposition of any kind or character otherwise prohibited by this ARTICLE TWO may be permitted if approved by each of the Purchasers.
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Transfers with Consent. Notwithstanding the provisions of Section 3.1, a transfer or disposition of any kind or character otherwise prohibited by this ARTICLE THREE may be permitted if approved by the Shareholders Representatives.
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Transfers with Consent. Notwithstanding the provisions of ---------------------- Section 4.1, a transfer or disposition of any kind or character otherwise prohibited by this ARTICLE FOUR may be permitted if approved by the Corporation.
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Transfers with Consent. (a) Any Joint Venturer may Transfer all or part only of its Prescribed Equity to any Person approved in writing by the other Joint Venturer.
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Transfers with Consent. Any other transfer referred to in Section 22.1 and not covered by Section 22.5 requires the prior written consent of the Government, provided that the consent of the Government shall not be unreasonably withheld in the case of a transfer after completion of both the Phase I Capacity Test and Phase II Capacity Test as described in Section 6.2 of all of the Concessionaire’s interest under this Agreement, under any Exploration License or Mining License issued under this Agreement and all Mining Plant, Infrastructure and other property of the Concessionaire used in connection with this Agreement at a time at which the Concessionaire is not in default in the performance of its obligations under this Agreement if the transferee delivers to the Minister concurrently with such transfer written representations and warranties as to such corporation as set forth in Section 21.1 made immediately after giving effect to such transfer and assumes in a writing satisfactory to the Government all liabilities of the Concessionaire under this Agreement and such Exploration and Mining Licenses, and (a) the transferee is an “Eligible Applicant” under the Mining Law and a Permitted Transferee under Section 22.6 and (B) the transferee has in the reasonable judgment of the Minister the technical skills, experience, and financial resources necessary to carry out its obligations under this Agreement and such Exploration and Mining Licenses.
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Transfers with Consent. Any other transfer referred to in Section 23.1 requires the prior written consent of the Government, provided that the consent of the Government shall not be unreasonably withheld in the case of a transfer after completion as described in Section 6.2 of all of the Company’s interest under this Agreement, each Mining License issued pursuant to this Agreement and all Mining Plant, Infrastructure and other property of the Company used in connection at a time at which the Company is not in default in the performance of its obligations under this Agreement if the transferee is a corporation organized under the laws of Liberia that delivers to the Minister concurrently with such transfer written representations and warranties as to such corporation as set forth in Section 21.1 made immediately after giving effect to such transfer and assumes in a writing satisfactory to the Government all liabilities of the Company under this Agreement and such Mining Licenses, and (a) the Guaranty provided for in Section 20.7 is modified to the satisfaction of the Government to apply to such transferee, (b) there is compliance as though the transferee were the Company with the requirements of Section 5.3(e), (c) the transferee is an “Eligible Applicant” under the Mining Law and a Permitted Transferee under Section 23.3, and (d) the transferee has in the reasonable judgment of the Minister the technical skills, experience, and financial resources necessary to carry out its obligations under this Agreement and such Mining Licenses.
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Transfers with Consent. Notwithstanding any other provision of this Agreement to the contrary, Shareholders may Transfer shares of Common Stock to any Person with the written consent of the other Shareholders holding an aggregate of at least 70% of the shares of Common Stock then held by all of the Shareholders.
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Transfers with Consent. Notwithstanding the provisions of Section 6.3, a Limited Partner may transfer or dispose of an interest in the Partnership if such transfer or disposition is consented to in writing by the General Partner, which consent may be arbitrarily withheld or made conditional by the General Partner in its absolute and sole discretion.
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Transfers with Consent. Notwithstanding the other provisions of this Agreement, but subject to Section 3.1, any Shareholder may Transfer its Shares, or any interest therein, to a Transferee if the Transfer is approved by the Board and the Founder; provided, that the Transferee shall expressly agree in writing, in an instrument in substantially the form attached hereto as Exhibit A, to be bound by the terms of this Agreement. Any Shares subject to this Agreement, or any interest therein, Transferred after the date hereof, pursuant to this Section 2.3 or otherwise, shall continue to be subject to, and may only be Transferred in accordance with, the terms of this Agreement.
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Related to Transfers with Consent

  • Amendments with Consent of Holders (a) Subject to Section 5.1 (which amendments pursuant to Section 5.1 may be made without the consent of any Holder), with the written consent of the Holders of not less than a majority of the outstanding CVRs as set forth in the CVR Register, whether evidenced in writing or taken at a meeting of the Holders, Parent and the Rights Agent may enter into one or more amendments hereto for the purpose of adding, eliminating or changing any provisions of this Agreement, even if such addition, elimination or change is materially adverse to the interest of the Holders.

  • Supplemental Agreements with Consent of Holders With the consent of the Holders of not less than a majority of the outstanding Purchase Contracts voting together as one class, by Act of said Holders delivered to the Company and the Agent, the Company, when authorized by a Board Resolution, and the Agent may enter into an agreement or agreements supplemental hereto for the purpose of modifying in any manner the terms of the Purchase Contracts, or the provisions of this Agreement or the rights of the Holders in respect of the Securities; provided, however, that, except as contemplated herein, no such supplemental agreement shall, without the consent of the Holder of each Outstanding Security affected thereby,

  • With Consent of the Holders (a) The Issuer and the Trustee may amend this Indenture or the Notes with the written consent of the Holders of at least a majority in principal amount of the Notes then outstanding voting as a single class (including consents obtained in connection with a tender offer or exchange for the Notes). However, without the consent of each Holder of an outstanding Note affected, an amendment may not:

  • Supplemental Agreements with Consent of Certificateholders With respect to each separate Trust and the series of Certificates relating thereto, with the consent of the Certificateholders holding Certificates of such series (including consents obtained in connection with a tender offer or exchange offer for the Certificates) evidencing Fractional Undivided Interests aggregating not less than a majority in interest in such Trust, by Direction of said Certificateholders delivered to the Company and the Trustee, the Company may (with the consent of the Owner Trustees, if any, relating to such Certificates, which consent shall not be unreasonably withheld), but shall not be obligated to, and the Trustee (subject to Section 9.03) shall, enter into an agreement or agreements supplemental hereto for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Agreement, any Intercreditor Agreement or any Liquidity Facility to the extent applicable to such Certificateholders or of modifying in any manner the rights and obligations of such Certificateholders under this Agreement, any Intercreditor Agreement or any Liquidity Facility; provided, however, that no such agreement shall, without the consent of the Certificateholder of each Outstanding Certificate affected thereby:

  • Assignments and Transfers; No Third Party Beneficiaries Except as otherwise provided herein, this Agreement and the rights and obligations of the parties hereunder shall inure to the benefit of, and be binding upon, their respective successors, assigns and legal representatives, but shall not otherwise be for the benefit of any third party. The rights of any Holder hereunder are assignable in connection with the transfer (subject to applicable securities and other laws) of Equity Securities held by such Holder; provided, however, that (1) the transferor shall, prior to the effectiveness of such transfer, furnish to the Company written notice of the name and address of such transferee and the Equity Securities that are being assigned to such transferee, (2) the transferor shall cause such transferee to, concurrently with the effectiveness of such transfer, become a party to this Agreement as a Holder and be subject to all applicable restrictions set forth in this Agreement. Subject to Section 6.6, this Agreement and the rights and obligations of any Party hereunder shall not otherwise be assigned without the mutual written consent of the other parties.

  • Compliance with Contracts The parties agree that all employees in M-DCPS shall implement and carry out the provisions of all collective bargaining agreements entered into by the Board.

  • Amendment with Consent of Holders With the consent of the Holders of not less than a majority of the outstanding Purchase Contracts voting together as one class, by Act of said Holders delivered to the Company, the Purchase Contract Agent or the Collateral Agent, as the case may be, the Company, the Purchase Contract Agent, the Collateral Agent, the Custodial Agent and the Securities Intermediary may amend this Agreement for the purpose of modifying in any manner the provisions of this Agreement or the rights of the Holders in respect of the Equity Units; provided, however, that no such supplemental agreement shall, without the consent of the Holder of each Outstanding Equity Unit adversely affected thereby,

  • With Consent of Holders The Company and the Trustee may amend or supplement this Indenture and the Securities with the consent of the Holders of a majority in aggregate principal amount of the Outstanding Securities of each series of Securities affected by such amendment or supplemental indenture, with each such series voting as a separate class (including, without limitation, consents obtained in connection with a purchase of, or tender offer or exchange offer for Securities) and, subject to Section 5.8 and Section 5.13 hereof, any existing Default or Event of Default or compliance with any provision of this Indenture or the Securities may be waived with respect to each series of Securities with the consent of the Holders of a majority in principal amount of the Outstanding Securities of such series voting as a separate class (including consents obtained in connection with a purchase of, or tender offer or exchange offer for, Securities). Upon the request of the Company accompanied by a resolution of its Board of Directors authorizing the execution of any such amended or supplemental indenture, and upon the filing with the Trustee of evidence satisfactory to the Trustee of the consent of the Holders of Securities as aforesaid, and upon receipt by the Trustee of the documents described in Section 6.3 hereof, the Trustee will join with the Company in the execution of such amended or supplemental indenture unless such amended or supplemental indenture directly affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but will not be obligated to, enter into such amended or supplemental Indenture. It is not be necessary for the consent of the Holders of Securities under this Section 9.2 to approve the particular form of any proposed amendment or waiver, but it is sufficient if such consent approves the substance of the proposed amendment or waiver. After an amendment, supplement or waiver under this Section 9.2 becomes effective, the Company will mail to the Holders of Securities affected thereby a notice briefly describing the amendment, supplement or waiver. Any failure of the Company to mail such notice, or any defect therein, will not, however, in any way impair or affect the validity of any such amended or supplemental indenture or waiver. Subject to Section 5.8 and Section 5.13 hereof, the application of or compliance with, either generally or in any particular instance, of any provision of this Indenture or the Securities may be waived as to each series of Securities by the Holders of a majority in aggregate principal amount of the Outstanding Securities of such series. However, without the consent of each Holder affected, an amendment or waiver under this Section 9.2 may not (with respect to any Securities held by a non-consenting Holder):

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