Common use of Agreement Not to Transfer Shares Clause in Contracts

Agreement Not to Transfer Shares. (a) From and after the date hereof until the earlier to occur of 30 days prior to the Effective Time of the Merger and the Termination Date, the Holder will not effect a sale, exchange, pledge, disposition or other transfer or encumbrance (a "Sale") of any of the Subject Shares to or in favor of any person, unless, prior to any such Sale, such person shall have agreed in a writing, in form and substance reasonably acceptable to Parent, for the benefit of and delivered to Parent, to be bound by all provisions of this Agreement applicable to the Holder.