General Restrictions on Transfer. (a) Each Stockholder understands and agrees that the Company Securities held by it on the date hereof may not have been registered under the Securities Act and may be restricted securities under the Securities Act. Each Stockholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in this Agreement.
Appears in 6 contracts
Samples: Stockholders’ Agreement (Universal American Financial Corp), Stockholders’ Agreement (Perry Corp), Stockholders’ Agreement (Perry Corp)
General Restrictions on Transfer. (a) Each Stockholder understands and agrees that the Company Equity Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Act. Each No Stockholder agrees that it shall not Transfer any Company Equity Securities (or solicit any offers in respect of any Transfer of any Company Equity Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, laws and the any restrictions on Transfer contained in this AgreementAgreement or any other provisions set forth in any other agreements or instruments pursuant to which such Equity Securities were issued.
Appears in 4 contracts
Samples: Stockholders Agreement (INC Research Holdings, Inc.), Stockholders Agreement (INC Research Holdings, Inc.), Stockholders Agreement (Armored AutoGroup Inc.)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Actsecurities. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, laws and the restrictions on Transfer contained in terms and conditions of this AgreementAgreement and the Memorandum and Articles of Association.
Appears in 3 contracts
Samples: Shareholders Agreement (Comcast Corp), Shareholders Agreement (NBCUniversal Media, LLC), Shareholders Agreement (Comcast Corp)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Equity Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Act. Each Stockholder agrees that it No Shareholder shall not Transfer any Company Equity Securities (or solicit any offers in respect of any Transfer of any Company Equity Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, laws and the any restrictions on Transfer contained in this AgreementAgreement or any other provisions set forth in any other agreements or instruments pursuant to which such Equity Securities were issued.
Appears in 3 contracts
Samples: Shareholders Agreement (Osmotica Pharmaceuticals PLC), Shareholders Agreement (Avista Capital Partners III GP, L.P.), Shareholders Agreement (Osmotica Pharmaceuticals PLC)
General Restrictions on Transfer. (a) Each Stockholder understands and agrees that the Company Securities held by it on the date hereof may not have been registered under the Securities Act and may be restricted securities under the Securities Act. Each Stockholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with or pursuant to an exemption from the requirements of the Securities Act, Act and any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained terms and conditions of this Agreement and in this Agreementaccordance with Section 2.03.
Appears in 3 contracts
Samples: Stockholders Agreement (Euramax International, Inc.), Stockholders Agreement (Euramax International, Inc.), Stockholders Agreement (Euramax International, Inc.)
General Restrictions on Transfer. (a) Each The Stockholder understands and agrees that the Company Securities held by it on the date hereof may Acquired Shares have not have been registered under the Securities Act and may be are restricted securities under the Securities ActAct and the rules and regulations promulgated thereunder. Each The Stockholder agrees that it shall not Transfer any Company Securities of the Acquired Shares (or solicit any offers in respect of any Transfer of any Company Securitiesthe Acquired Shares), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, laws and the restrictions on Transfer contained in this Stockholder Agreement.
Appears in 2 contracts
Samples: Stockholder Agreement (Viasystems Group Inc), Stockholder Agreement (Viasystems Group Inc)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities ActAct and the rules and regulations promulgated thereunder. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 2 contracts
Samples: Shareholders’ Agreement (Tops PT, LLC), Shareholders’ Agreement (Tops Markets Ii Corp)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held received by it on him or her pursuant to the date hereof may Reorganization Agreement have not have been registered under the Securities Act and may be are restricted securities under the Securities ActAct and the rules and regulations promulgated thereunder. Each Stockholder Shareholder agrees that it he or she shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 2 contracts
Samples: ’ Equity Agreement (Thomas Weisel Partners Group, Inc.), Partners’ Equity Agreement (Thomas Weisel Partners Group, Inc.)
General Restrictions on Transfer. (ac) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Actsecurities. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, laws and the restrictions on Transfer contained in terms and conditions of this AgreementAgreement and the Memorandum and Articles of Association.
Appears in 1 contract
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Actsuch act. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 1 contract
General Restrictions on Transfer. (a) Each Stockholder Employee Shareholder understands and agrees that the Company Securities held by it on the date hereof may subject to this Agreement, including any Purchased Securities and Incentive Securities, have not have been registered under the Securities Act and may be are restricted securities under such Act and the Securities Actrules and regulations promulgated thereunder. Each Stockholder Employee Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 1 contract
Samples: Employee Shareholders Agreement (Lantheus MI Intermediate, Inc.)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Actsuch act. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.Agreement 18
Appears in 1 contract
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may subject to this Agreement, including any Purchased Securities and Incentive Securities, have not have been registered under the Securities Act and may be are restricted securities under such Act and the Securities Actrules and regulations promulgated thereunder. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 1 contract
Samples: Shareholders’ Agreement (Lantheus MI Intermediate, Inc.)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the no Company Securities held by it on the date hereof may not have been registered under the Securities Act and may be that the Company Securities are restricted securities under such Act and the Securities Actrules and regulations promulgated thereunder. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “"blue sky” laws, " laws and the restrictions on Transfer contained in express provisions of this Agreement.
Appears in 1 contract
General Restrictions on Transfer. (a) Each Stockholder understands and agrees that the Company Securities held by it on the date hereof may not have been registered under the Securities Act and may be restricted securities under the Securities Act. Each Stockholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “"blue sky” " laws, and the restrictions on Transfer contained in this Agreement.
Appears in 1 contract
Samples: Stockholders' Agreement (Capital Z Financial Services Fund Ii Lp)
General Restrictions on Transfer. (a) Each Stockholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under the Securities Act. Each No Stockholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, laws and the any restrictions on Transfer contained in this AgreementAgreement or any other provisions set forth in any other agreements or instruments pursuant to which such Company Securities were issued.
Appears in 1 contract
Samples: Joinder Agreement (Bojangles', Inc.)
General Restrictions on Transfer. (a) Each Stockholder Shareholder understands and agrees that the Company Securities held by it on the date hereof may have not have been registered under the Securities Act and may be are restricted securities under such Act and the Securities Actrules and regulations promulgated thereunder. Each Stockholder Shareholder agrees that it shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “blue sky” laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 1 contract
General Restrictions on Transfer. (a) Each Stockholder The Shareholder understands and agrees that the Company Securities held received by it on him pursuant to the date hereof may Reorganization Agreement have not have been registered under the Securities Act and may be are restricted securities under such Act and the Securities Actrules and regulations promulgated thereunder. Each Stockholder The Shareholder agrees that it he shall not Transfer any Company Securities (or solicit any offers in respect of any Transfer of any Company Securities), except in compliance with the Securities Act, any other applicable securities or “"blue sky” " laws, and the restrictions on Transfer contained in terms and conditions of this Agreement.
Appears in 1 contract