Rights of Transfer. Neither Party shall transfer any of its rights or obligations under this Marketing Agreement (including by means of an assignment or transfer of substantially all of its assets to, or consolidation or merger with, another entity, whether or not the transferring Party is the surviving entity), except that DIRECTV shall have the right to transfer its rights or obligations under this Marketing Agreement to any Affiliated Company, (i) in connection with or to facilitate an initial public offering of its common stock or (ii) in connection with any consolidation, merger or sale of assets involving the transfer of substantially all the assets or stock of DIRECTV; provided that the entity surviving such transaction assumes all of these obligations hereunder. Subject to the foregoing, this Marketing Agreement shall be binding on and shall inure to the benefit of the permitted successors and assigns of the Parties.
Rights of Transfer. Subcontractor agrees to give XXXX immediate notice in writing of any of the following (i) a transaction or occurrence which alters or affects the voting control of the capital stock of Subcontractor, if a corporation; (ii) a change in the respective interests of the partners or members of the Subcontractor, if a partnership or limited liability company; (iii) a transaction or occurrence which alters or affects the ownership of any part of the business, in an individual proprietorship; or (iv) a transaction or occurrence that would materially reduce or impair the financial capacity of the Subcontractor to discharge its obligations under this Agreement, including, without limitation, the taking of any material judgment against Subcontractor; any assertion by any governmental taxing authority that Subcontractor has failed to pay its taxes; any cancellation without renewal or replacement of the insurance covering the Subcontractor any assertion or notice that Subcontractor is in default of any obligation to repay a loan or other indebtedness; Subcontractor sale, lease or transfer of a substantial part of its assets; or any other event that may have a material impact on Subcontractor’s viability or ability to continue as a going concern.
Rights of Transfer. No Member shall sell, assign, transfer, convey or dispose of all or any portion of its Membership Interest or any rights or benefits with respect thereto, except with the advance written approval of all other Members, which consent may be given or withheld in at each such Member's sole discretion.
Rights of Transfer. Neither party shall transfer any of its rights or obligations under this Agreement, except that either party may transfer this Agreement in whole to a successor of all or substantially all of its assets upon written notice to the other party, and DIRECTV may transfer some or all of its rights and obligations under this Agreement in connection with a public offering. Subject to the foregoing, this Agreement shall be binding on and shall inure to the benefit of the permitted successors and assigns of the parties.
Rights of Transfer. (a) If Shareholder determines to voluntarily Transfer all or any part of the Shares, Shareholder shall first give written notice (the "Sales Notice") of such intention to the Company addressed to the Chief Executive Officer or Chief Financial Officer. The Sales Notice shall include the name of the proposed Transferee, the proposed aggregate purchase price including cash value of any non-cash consideration, the terms of payment of such aggregate purchase price and all other matters relating to such proposed sale. The Sales Notice shall constitute a binding offer by the Shareholder to sell to the Company (or in the event that the Company shall not accept such offer, to the other shareholders of the Company) the Shares which are the subject of the Sales Notice at a price equal to the monetary price designated in the Sales Notice. Not later than fifteen days after receipt of the Sales Notice (the "Election Period"), the Company shall deliver written notice (the "Company Notice") to the Shareholder and the other Shareholders stating whether the Company has accepted the offer set forth in the Sales Notice. The Company may accept none, any or all of the offered Shares. The Company Notice shall fix a time, location and date for the closing of the purchase which date shall not be less than ten nor more than thirty days after the later of the receipt of any required regulatory approvals and delivery of the Company Notice.
Rights of Transfer. (a) The Partnership may transfer assets to joint ventures, other partnerships, corporations, limited liability companies or other business entities in which it is or thereby becomes a participant upon such terms and subject to such conditions as are consistent with this Agreement and applicable law.
Rights of Transfer. Securities may be transferred only as Units, not ------------------- separately, other than in connection with a Compelled Sale or Tag-Along Sale. Units may be transferred to Permitted Transferees (an "Exempt Transfer"), to include the following:
Rights of Transfer. Any Limited Partner who shall Transfer his LP Units shall cease to be a Limited Partner of the Partnership and shall no longer have any of the rights or privileges of a Limited Partner.
Rights of Transfer. An employee shall have the right to exercise his option in in each occurrence. Having exercised his option in he shall have the right to withdraw his waiver and be available for the next recall to a Job Class or lower. Where an employee has exercised his option under and withdrawn his waiver, seniority shall not accumulate in of the he on lay-off. Article
Rights of Transfer. Neither Party shall assign or otherwise transfer, dispose of or encumber any of its rights or obligations hereunder except with the prior written consent of the other Party.
