Without the Sample Clauses

Without the prior written consent of Administrative Agent, Borrower shall not, and shall not permit the Punta Mita Borrowing Base Entities to, vote for, agree to or acquiesce in any termination of the Condominium Documents that could reasonably be expected to have a material adverse effect on the Units or the Common Elements (taken as a whole). Any agreement to which Borrower or the Punta Mita Borrowing Base Entities is a party whereby any of the Condominium Documents is terminated or the Units are withdrawn therefrom (and replacement Condominium Documents reasonably approved by Administrative Agent are not simultaneously recorded) shall constitute a Transfer prohibited under this Agreement.

Without the. (i) consent of a majority of the Membership Voting Interests; and (ii) the written approval of Farmers Energy so long as Farmers Energy holds a majority of the Membership Voting Interests, the Directors shall not have authority to, and they covenant and agree that they shall not cause the Company to: (i) Merge, consolidate, exchange or otherwise dispose of all or substantially all of the Property, except for a liquidating sale of the Property in connection with the dissolution of the Company; (ii) Confess a judgment against the Company in an amount in excess of $500,000; (iii) Issue Units at a purchase price that is less than thirty percent (30%) of the purchase price offered to investors in the Company’s initial registered offering of Units filed with the Securities Exchange Commission; (iv) Issue more than an aggregate number of 22,320 Units; or (v) Cause the Company to acquire any equity or debt securities of any Director or any of its Affiliates, or otherwise make loans to any Director or any of its Affiliates. The actions specified herein as requiring the consent of the Members shall be in addition to any actions by the Director that are specified in the Act as requiring the consent or approval of the Members. Unless otherwise required by this Agreement or the Act, any such required consent or approval may be given by a vote of a majority of the Membership Voting Interests.

Without the lessor's prior written approval the lessee shall not be authorised to let, sublet or surrender the use of part of all of the property hired to third parties, or to assign all of some of the leasing rights to third parties or to bring them into a partnership, company or legal person, or to allot the leasing rights, in so far as they belong to a community, in the event of partition and distribution thereof.

Without the express written consent of the Company and UBS Capital Corporation (for so long as UBS Capital Corporation remains a Significant Stockholder), the Beneficial Owner will not transfer all or any portion of its Beneficial Interest prior to the Three-Year Date.

Without the. [E-House Entity]’s prior written consent, the Company shall not transfer or otherwise dispose of any Material Asset (other than in the ordinary course of business) or create any encumbrance or other third party rights on any Company Assets.

Without the. [E-House Entity]’s prior written consent, each Company Shareholder or the Company shall not transfer any of its rights and/or obligations hereunder to any third party. The Company Shareholders and the Company hereby agree that the [E-House Entity] is entitled to transfer any of its rights and/or obligations hereunder to any third party upon written notice thereof to the Company Shareholders and the Company.