Agreement to Refrain from Resales. The Optionee agrees that, notwithstanding any provision hereof or in the Plan to the contrary, the Optionee shall in no event make any disposition of all or any part of or interest in the Shares and that such Shares shall not be encumbered, pledged, hypothecated, sold or transferred by the Optionee nor shall the Optionee receive any consideration for such Shares or for any interest therein from any person, unless and until prior to any proposed transfer, encumbrance, disposition, pledge, hypothecation or sale of any Shares, either (1) a registration statement on form S-1 or S-8 (or any other form replacing such form or appropriate for the purpose under the Act) with respect to such shares proposed to be transferred or otherwise disposed of shall be then effective or (2) (i) the Optionee shall have notified the Company of the proposed disposition and shall have furnished the Company with a detailed statement of the circumstances surrounding the proposed disposition, (ii) the Optionee shall have furnished the Company with an opinion of counsel in form and substance satisfactory to the Company to the effect that such disposition will not require registration of any such Shares under the Act or qualification of any such shares under any other securities law, (iii) such opinion of counsel shall have been concurred in by counsel for the Company and (iv) the Company shall have advised the Optionee of such concurrence.
Agreement to Refrain from Resales. Without in any way limiting the representations and warranties herein, the Subscriber further agrees that the Subscriber shall in no event pledge, hypothecate, sell, transfer, assign or otherwise dispose of part or all of the Interests, nor shall the Subscriber receive any consideration for part or all of the Interests from any person, unless and until prior to any proposed pledge, hypothecation, sale, transfer, assignment or other disposition, the Subscriber shall comply with all requirements and conditions in the Operating Agreement.
Agreement to Refrain from Resales. The Holder shall in no event pledge, sell, transfer, assign, or otherwise dispose of any shares of Company common stock to be issued pursuant to the Exchange, nor shall the Holder receive any consideration for such shares from any person, unless, before any proposed pledge, sale, transfer, assignment, or other disposition:
Agreement to Refrain from Resales. Each of the Southern Gas Group Equity Owners further agrees that they shall not encumber, pledge, hypothecate, sell, transfer, assign or otherwise dispose of, or receive any consideration for, any Exchange Shares or any interest in any Exchange Shares, unless and until prior to any proposed encumbrance, pledge, hypothecation, sale, transfer, assignment or other disposition, either (a) a registration statement on Form S-1 (or any other form appropriate for the purpose or replacing such form) under the Securities Act with respect to the Exchange Shares proposed to be transferred or otherwise disposed of shall be then effective or (b) after furnishing AUGI and its counsel with a detailed statement of the circumstances of the proposed disposition, (i) the Southern Gas Group Equity Owners shall have furnished AUGI with an opinion of counsel (obtained at their expense) in form and substance satisfactory to AUGI to the effect that such disposition will not require registration of such Exchange Shares under the Securities Act or registration or qualification of such Exchange Shares under the Securities Act or any other securities law and (ii) counsel for the Buyer shall have concurred in such opinion of counsel.
Agreement to Refrain from Resales. Without in any way limiting the representations and warranties herein, the Subscriber further agrees that the Subscriber shall in no event pledge, hypothecate, sell, transfer, assign or otherwise dispose of any Interests, nor shall the Subscriber receive any consideration for Interests from any person, unless:
Agreement to Refrain from Resales. Without in any way limiting the Holder's representations herein, the Holder further agrees that the Holder shall not encumber, pledge, hypothecate, sell, assign, transfer or otherwise dispose of this Warrant or any Warrant Stock, unless and until, prior to any proposed encumbrance, pledge, hypothecation, sale, assignment, transfer or other disposition, either (i) a registration statement on Form S-l (or any other form appropriate for the purpose or replacing such form) under the Act with respect thereto shall be then effective (ii)(a) the Holder shall have furnished the Company with a statement of the circumstances of the proposed disposition and an opinion of counsel (obtained at the Holder's expense) satisfactory to the Company to the effect that such disposition will not require registration under the Act and (b) counsel for the Company shall have concurred in such opinion of counsel and the Company shall have advised the Holder of such concurrence; or (iii) the Warrant Stock can then be sold pursuant to Rule 144 under the Act.
Agreement to Refrain from Resales. Without in any way limiting the representations and warranties herein, the Investor further agrees that the Investor shall in no event pledge, hypothecate, sell, transfer, assign or otherwise dispose of any part or all of the Shares, nor shall the Investor receive any consideration for any part or all of the Shares, unless and until prior to any proposed pledge, hypothecation, sale, transfer, assignment or other disposition, the Investor shall have complied with all the requirements and conditions in the Charter.
Agreement to Refrain from Resales. The Stockholder, for itself and its members, further agrees that they shall not encumber, pledge, hypothecate, sell, transfer, assign or otherwise dispose of (except as provided in section 3), or receive and consideration for, any Shares or any interest in any Shares, unless and until prior to any proposed encumbrance, pledge, hypothecation, sale, transfer, assignment or other disposition, either (a) a registration statement on Form S-1 (or any other form appropriate for the purpose or replacing such form) under the Act with respect to the Shares proposed to be transferred or otherwise disposed of shall be then effective or (b)(1) the Stockholder and its members shall have furnished the Company with a detailed statement of the circumstances of the proposed disposition, (2) the Stockholder and its members shall have furnished the Company with an opinion of counsel (obtained at their expense) in form and substance satisfactory to the Company to the effect that such disposition will not require registration of such Shares under the Act or registration or qualification of such Shares under the Law or any other securities law and (3) counsel for the Company shall have concurred in such opinion of counsel.
Agreement to Refrain from Resales. Without in any way limiting the representations and warranties herein, J&J agrees that it will not pledge, hypothecate, sell, transfer, assign or otherwise dispose of any the Series A Stock or securities into which the Series A Stock is convertible at any time without the prior written consent of the Company.
Agreement to Refrain from Resales. Quik Drive USA agrees that it shall not encumber, pledge, hypothecate, assign, sell, transfer or otherwise dispose of, or receive any consideration for, any Parent Shares or any interest in any Parent Shares, unless and until prior to any proposed encumbrance, pledge, hypothecation, assignment, sale, transfer or other disposition, either (a) a registration statement on Form S-1 or Form S-3 (or any other form
