Transfer to Affiliates. For the avoidance of doubt, transfer of employment among the Company and any of its Affiliates shall not constitute a termination of employment for purposes of this Award.
Transfer to Affiliates. Franchisor may Transfer this Agreement to any of its Affiliates that assumes Franchisor’s obligations to Franchisee and is reasonably capable of performing Franchisor’s obligations, without prior notice to, or consent of, Franchisee.
Transfer to Affiliates. Notwithstanding the provisions of Section 3.1(f) above, no registration statement or opinion of counsel shall be necessary for a transfer by Schering of the Shares to a subsidiary, shareholder or affiliate of Schering, if the transferee agrees in writing to be subject to the terms hereof to the same extent as if such transferee were Schering hereunder.
Transfer to Affiliates. Notwithstanding any other provision of this Article IV to the contrary, no registration statement or opinion of counsel shall be required for a transfer of the Securities by a Purchaser to an Affiliate of such Purchaser so long as the transferee of such Securities is an “accredited investor” and agrees to be subject to the terms hereof to the same extent as transferor in its capacity as a Purchaser herein.
Transfer to Affiliates. Subject to Section 11.5 below, a Limited Partner may transfer its Partnership Interest to an Affiliate.
Transfer to Affiliates. Notwithstanding the provisions of Section 3.1(c) above, no registration statement or opinion of counsel shall be necessary for a transfer by JJDC of the Shares to a subsidiary, shareholder or Affiliate of JJDC, if the transferee agrees in writing to be subject to the terms hereof to the same extent as if such transferee were JJDC hereunder.
Transfer to Affiliates. With the prior written consent of the other Partners, a Partner ("Transferring Partner") may sell, assign, transfer or dispose of all, or a portion, of its interest in the Partnership to any of its Affiliates as defined below; provided that, the other Partners ("Non-Transferring Partners") shall not unreasonably withhold consent thereto if the Transferring Partner: (i) enters into a guarantee of the liabilities and obligations of its Affiliate; (ii) indemnifies and holds harmless the Non-Transferring Partners, in form and substance satisfactory to the Non-Transferring Partners, against all costs and obligations of any nature whatsoever, including, without limitation, obligations under the Code and the Employee Retirement Income Security Act of 1974, as amended from time to time, such that the Non-Transferring Partners shall be in the same position as it would have been in if no such transfer had occurred, and (iii) satisfies the Non-Transferring Partners that such transfer will not result in a termination of the Partnership for Federal income tax purposes under Section 708(b) of the Code. Any Affiliate to which such right, title and interest shall be sold, assigned, transferred or disposed of shall execute a copy of this Agreement and such other documents as are necessary to assume all the duties, liabilities and obligations of the Transferring Partner concerning the Partnership. Thereupon, the Affiliate shall be a Partner in succession to the Transferring Partner, and the Transferring Partner shall cease to have any right, title or interest in, or duties, liabilities or obligations in respect of, the Partnership to the extent of any such transfer, except as provided above in this Section 11.2 or which may arise by operation of law. For purposes of this Agreement, the term "Affiliate" shall mean any individual, corporation, partnership or other entity which, directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, another individual, corporation, partnership or other entity. For purposes of this Agreement the interest of any Affiliate assignee(s) of a Partner shall be aggregated with such Partner and the original named Partner and all Affiliate assignees of such Partner shall be treated as a single Partner.
Transfer to Affiliates. Sell, assign or otherwise transfer any of its assets, or permit any of its Subsidiaries to sell, assign or otherwise transfer any of their respective assets, to any Affiliate of the Seller without the prior written consent of the Buyer.
Transfer to Affiliates. An AIP Stockholder shall not transfer any Shares to any Affiliate of AIP or an AIP Stockholder (an “AIP Affiliate”) unless the AIP Affiliate agrees in writing to be bound by the terms and conditions of this Agreement in the same manner as AIP.
Transfer to Affiliates. Notwithstanding any restrictions provided in Section 10.1(a), Section 10.1(b), Section 10.1(e) and Section 10.4, a Member may Transfer (a “Group Member Transfer”) all or a Transferable Portion of its Membership Interests at any time, and from time to time, whether before or after the expiration of the Restricted Period, without the consent of the Board of Managers or any other Member, to any of its Affiliates (a “Group Member Transferee”), at such Member’s sole discretion. No Transfer by a Member to a Group Member Transferee shall affect the number of Managers that may be appointed by such Member pursuant to this Agreement; provided that if a Group Member Transferee shall acquire all of the Membership Interests of a Member, then such Group Member Transferee shall be substituted for such Member and shall succeed to such Member’s right to appoint Managers.
