Transferable Interests definition
Examples of Transferable Interests in a sentence
Except as otherwise provided in this Agreement, no Party shall have the right to assign its rights and/or transfer its obligations under this Agreement to any other person and/or be released from its obligations under this Agreement unless, such Party is simultaneously transferring its Transferable Interests to such person in accordance with Clause 17.
As soon as practicable (but in no event more than 30 days) after the Initial Vesting Date, 50% of the ▇▇▇ Fund Interests that vested pursuant to the preceding sentence will be transferred to an unrestricted brokerage account at LCM (or such other broker-dealer, as applicable) in the Employee’s name (such ▇▇▇ Fund Interests, the “Transferable Interests”), and the Employee shall be permitted to dispose of such Transferable Interests.
Prior to an Initial Vesting Date, the Company will notify the Employee of (i) how many ▇▇▇ Fund Interests will vest on such Initial Vesting Date and (ii) whether the Employee will be permitted to surrender any portion of the Transferable Interests to the Company or an Affiliate.
In the event that the Parties are unable to agree the Fair Market Value of Alcoa's Transferable Interests within fifteen (15) days of the relevant Chairman requesting them to do so, the Parties shall refer the valuation to a panel of independent experts with appropriate experience in the aluminium industry (each a "Valuer").
Where a provision of this Agreement calls for a determination of the "Fair Market Value" of Alcoa's Transferable Interests, the Parties shall act in good faith to make such determination and, in doing so, shall apply commonly accepted valuation methods.
Additionally, the non-Member Transferee shall have no right to: (i) become a Member without the unanimous approval of all Members; (ii) exercise any Membership Rights other than those specifically pertaining to the ownership of the Transferable Interests; or (iii) act as an agent of the Company.
If the conditions of Transfer set forth in Section 11.3.2 above are satisfied, the Selling Member may Transfer all or any portion of the Member’s Transferable Interests to the proposed Transferee.
All vested Lazard Fund Interests following the Initial Vesting Date that are not Transferable Interests (such Lazard Fund Interests, the “Remaining Interests”) will remain subject to the restrictions set forth in this Agreement until the applicable date that such Remaining Interests otherwise would have vested in accordance with this Agreement (each such date, a “Final Vesting Date”).
All vested ▇▇▇ Fund Interests following the Initial Vesting Date that are not Transferable Interests (such ▇▇▇ Fund Interests, the “Remaining Interests”), will remain subject to the restrictions set forth in this Agreement until the applicable date that such Remaining Interests otherwise would have vested in accordance with this Agreement (each such date, a “Final Vesting Date”).
Notwithstanding the restrictions on the transfer of Membership Interests provided in this Section 11, a Member may Transfer his/its Transferable Interests to any revocable trust created for the benefit of the Member, or any combination between or among the Member, the Member’s spouse or domestic partner and the Member’s issue, provided that the Member retains a beneficial interest in the trust and all of the voting interest included in the Membership Interest.