Transfer. No landlord hereunder shall be liable for any obligation or liability based on or arising out of any event or condition occurring during the period that such landlord was not the owner of the Commercial/Garage Unit or a landlords interest therein (other than to the extent such event or condition continues following such time as such landlord becomes owner of the Commercial/Garage Unit or a landlords interest therein). Within five (5) days after request, Tenant shall attorn to any transferee landlord and execute, acknowledge and deliver any commercially reasonable document, consistent with the terms of this Lease, submitted to Tenant confirming such attornment, and provided such transferee assumes the obligations of Landlord hereunder which accrue from and after the date of the transfer.
Transfer. Transfer of employment from Verizon to a Related Company, from a Related Company to Verizon, or from one Related Company to another Related Company shall not constitute a separation from employment hereunder, and service with a Related Company shall be treated as service with the Company for purposes of the three-year continuous employment requirement in paragraph 5(a). If the Participant transfers employment pursuant to this paragraph 5(c), the Participant will still be required to satisfy the definition of Retire under paragraph 7 of this Agreement in order to be eligible for the accelerated vesting provisions in connection with a retirement.
Transfer. This Note is transferable and assignable by the Holder to any Person previously approved, in writing, by the Company; provided, however, that no approval shall be required in connection with any transfer or assignment of this Note to an Affiliate of the Holder in compliance with applicable securities laws. The Company agrees to issue from time to time a replacement Note in the form hereof to facilitate such approved transfers and assignments. In addition, after delivery of an indemnity in form and substance reasonably satisfactory to the Company, the Company also agrees to promptly issue a replacement Note if this Note is lost, stolen, mutilated or destroyed.
Transfer. On the terms and conditions set forth in this Agreement, the Company agrees to transfer Shares to the Purchaser. The transfer shall occur at the offices of the Company on the date set forth above or at such other place and time as the parties may agree.
Transfer. Except as may be effected by will or other testamentary disposition or by the laws of descent and distribution, the Units are not transferable, whether by sale, assignment, exchange, pledge, or hypothecation, or by operation of law or otherwise before they vest and are settled, and any attempt to transfer the Units in violation of this Section 3 will be null and void.
Except to the extent necessary to fulfill a domestic relations order (as defined in [section 414(p)(1)(B)] of the Code), rights to benefits payable under the Plan shall not be subject in any manner to anticipation, alienation, sale, transfer, assignment, pledge, hypothecation, encumbrance, charge, execution, attachment, levy, or similar process.
No Transfer of Potential Claims. Seller represents and warrants to Buyer and the other Buyer Released Parties that it has not conveyed, pledged, transferred, hypothecated, or in any manner encumbered or assigned, to any other Person any of the Potential Claims for any Buyer Released Matter.
No Obligation to Recognize Invalid Transfer. The Company shall not be required # to transfer on its books any of the Shares which shall have been sold or transferred in violation of any of the provisions set forth in this Section 4, or # to treat as owner of such Shares or to pay dividends to any transferee to whom any such Shares shall have been so sold or transferred.
Transfer Premium. If [[Landlord:Organization]] consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, [[Tenant:Organization]] shall pay to [[Landlord:Organization]] fifty percent (50%) of any “Transfer Premium,” as that term is defined in this Section 14.3, received by [[Tenant:Organization]] from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer and related to the value of [[Tenant:Organization]]’s leasehold interest in excess of the Rent and Additional Rent payable by [[Tenant:Organization]] under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by [[Tenant:Organization]] for # any changes, alterations and improvements (including demising costs) to the Premises (or allowances in lieu thereof), in connection with the Transfer (or any improvement allowance provided to the Transferee by [[Tenant:Organization]]), # any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee), and # any brokerage commissions in connection with the Transfer, # legal fees reasonably incurred in connection with the Transfer and # the market value of any furniture, fixtures or equipment provided to the Transferee at no cost as part of the Transfer (collectively, “[[Tenant:Organization]]’s Subleasing Costs”). “Transfer Premium” shall also include, but not be limited to, key money, bonus money or other cash consideration paid by Transferee to [[Tenant:Organization]] in connection with such Transfer, and any payment in excess of fair market value for services rendered by [[Tenant:Organization]] to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by [[Tenant:Organization]] to Transferee in connection with such Transfer. The determination of the amount of [[Landlord:Organization]]’s applicable share of the Transfer Premium shall be made on a monthly basis as rent or other consideration is received by [[Tenant:Organization]] under the Transfer. For purposes of calculating the Transfer Premium on a
The Securities may only be disposed of in compliance with state and federal securities laws. In connection with any transfer of Securities other than pursuant to an effective registration statement or Rule 144, to the Company or to an Affiliate of a Purchaser or in connection with a pledge as contemplated in Section 4.1(b), the Company may require the transferor thereof to provide to the Company an opinion of counsel selected by the transferor and reasonably acceptable to the Company, the form and substance of which opinion shall be reasonably satisfactory to the Company, to the effect that such transfer does not require registration of such transferred Securities under the Securities Act. As a condition of transfer, any such transferee shall agree in writing to be bound by the terms of this Agreement and the Registration Rights Agreement and shall have the rights and obligations of a Purchaser under this Agreement and the Registration Rights Agreement.
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