Transfer and pledge of equity interests Sample Clauses

Transfer and pledge of equity interests. The JV Shareholders may transfer all or part of their equity interests between themselves. When any JV Shareholder proposes to transfer its equity interest to persons other than JV Shareholders, the proposing JV Shareholder is obliged to notify and seek consent from the other JV Shareholders in writing. JV Shareholders who do not consent to the transfer are obliged to purchase the equity interest proposed to be transferred and those who do not so purchase are deemed to have consented to the proposed transfer. The other JV Shareholders will have the right of first refusal to acquire, on the same terms, the equity interest the transfer of which has been consented to by the JV Shareholders. Prior to the Deadline for Initial Capital Contribution, a JV Shareholder may transfer its right to contribute subscribed but unpaid capital (“Contribution Right”) to other JV Shareholders or third parties other than JV Shareholders. Where a JV Shareholder intends to transfer its Contribution Right to a third party, the other JV Shareholders will have the right of first refusal. If a JV Shareholder has clearly stated in writing, before the Deadline for Initial Capital Contribution, that it waives its Contribution Right (except for the transfer of Contribution Right in accordance with the Shareholders Agreement), or has failed to pay its subscribed capital contribution within the timeframe stipulated in the Shareholders Agreement, the other JV Shareholders (or their designated entity) will have the right to unconditionally replace the unpaying party to pay the unpaid amount of the capital contribution, and the paying party will own the corresponding equity interest. Without written consent of the other JV Shareholders, no party may create any pledge or other encumbrance on the equity interest in the Joint Venture it holds.
Sample 1
AutoNDA by SimpleDocs

Related to Transfer and pledge of equity interests

  • Mutual Pledge of Accord Inherent in the relationship between the City and its employees is the obligation of the City to deal justly and fairly with its employees and of the employees to cooperate with their fellow employees and the City in the performance of their public service obligation. It is the purpose of this MOU to promote and ensure harmonious relations, cooperation and understanding between the City and the employees represented by the Association and to establish and maintain proper standards of wages, hours and other terms or conditions of employment.

  • NO STRIKE PLEDGE The Union agrees that during the life of this Agreement, its agents, or its members shall not authorize, instigate, aid, or engage in any work stoppage, slowdown, sick-out, refusal to work, picketing, or strike against the District. If, during the life of this Agreement, the employees, for whatever reason engage in the aforementioned provisions, the Union shall immediately publicly order the striking employees to discontinue such action through the local media. Failure of the Union to take such action shall be subject to enforcement by the ordinary process of law.

  • What If I Pledge My Account? If you use (pledge) all or part of your Traditional IRA as security for a loan, then the portion so pledged will be treated as if distributed to you and will be taxable to you as ordinary income during the year in which you make such pledge. The 10% penalty tax on early distributions may also apply in addition to ordinary income taxes.

  • Transfer Upon Realization of Pledged, Mortgaged or Charged Escrow Securities (1) You may transfer within escrow to a financial institution the escrow securities you have pledged, mortgaged or charged under section 4.2 to that financial institution as collateral for a loan on realization of the loan.

  • Certain Pledges Any Lender may at any time pledge or assign a security interest in all or any portion of its rights under this Agreement (including under its Note, if any) to secure obligations of such Lender, including any pledge or assignment to secure obligations to a Federal Reserve Bank; provided that no such pledge or assignment shall release such Lender from any of its obligations hereunder or substitute any such pledgee or assignee for such Lender as a party hereto.

  • Ownership Rights Nothing contained in this Agreement shall be construed as (a) establishing or granting to Registry Operator any property ownership rights or interests of Registry Operator in the TLD or the letters, words, symbols or other characters making up the TLD string, or (b) affecting any existing intellectual property or ownership rights of Registry Operator.

  • Pledge of Revenues This contract is entered into for the direct benefit of the holders and owners of all general obligation bonds issued under the Bond Act, and the income and revenues derived from this contract are pledged to the purposes and in the priority set forth in that act.

  • Assignments and Transfers No Party may assign any of its rights and benefits or transfer any of its rights, benefits and obligations in respect of any Debt Documents or the Liabilities except as permitted by this Clause 19.

  • Pledge of Securities Notwithstanding anything to the contrary contained in this Agreement, the Company acknowledges and agrees that the Securities may be pledged by an Investor in connection with a bona fide margin agreement or other loan or financing arrangement that is secured by the Securities. The pledge of Securities shall not be deemed to be a transfer, sale or assignment of the Securities hereunder, and no Investor effecting a pledge of Securities shall be required to provide the Company with any notice thereof or otherwise make any delivery to the Company pursuant to this Agreement or any other Transaction Document, including, without limitation, Section 2(g) hereof; provided that an Investor and its pledgee shall be required to comply with the provisions of Section 2(g) hereof in order to effect a sale, transfer or assignment of Securities to such pledgee. The Company hereby agrees to execute and deliver such documentation as a pledgee of the Securities may reasonably request in connection with a pledge of the Securities to such pledgee by a Buyer.

  • Transfers and Reassignments Definitions "Headquarters" means a locality and its contiguous territory in and from which an employee normally works as provided in Attachment B of this Agreement.

Time is Money Join Law Insider Premium to draft better contracts faster.