Common use of No Sale, Transfer or Encumbrance; Additional Purchases Clause in Contracts

No Sale, Transfer or Encumbrance; Additional Purchases. Except with the prior written consent of Northern Dynasty, the Shareholder agrees and covenants in favour of Northern Dynasty not to option, transfer, sell, gift, pledge, hypothecate, encumber, or otherwise dispose of any of the Xxxxxx Point Subject Securities, or enter into any agreement, arrangement or understanding in connection therewith (including any derivative Arrangement that has the effect of reducing the economic exposure of the Shareholder to the Xxxxxx Point Subject Securities), provided that the Shareholder may transfer any of the Xxxxxx Point Subject Securities to a trust or other legal entity over which the Shareholder has control and is able to direct the voting of such Xxxxxx Point Subject Securities, or sell any of the Xxxxxx Point Subject Securities without the prior written consent of Northern Dynasty, so long as the purchaser agrees to be bound by the terms of this Agreement and enter into an agreement with Northern Dynasty on the same terms and conditions as this Agreement. The Shareholder agrees that any Xxxxxx Point Shares purchased or acquired after the date hereof shall be subject to the terms of the Agreement to the same extent as the Xxxxxx Point Subject Securities.