Nontransferability of Shares. The Shares acquired by the undersigned pursuant to this Agreement shall not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of except as provided below and in the Plan.
Nontransferability of Shares. The Shares acquired by the Grantee pursuant to this Award shall not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of except as provided below and in the Plan.
Nontransferability of Shares. Upon the acquisition of any Shares pursuant to this Agreement, if the Shares have not been registered under the Securities Act of 1933, as amended (the “Act”), they may not be sold, transferred or otherwise disposed of unless a registration statement under the Act with respect to the Shares has become effective or unless you establish to the satisfaction of the Company that an exemption from such registration is available. You will make or enter into such written representations, warranties and agreements as the Committee may reasonably request in order to comply with applicable securities laws or this Agreement.
Nontransferability of Shares. In no event shall a Shareholder or the legal representative of such Shareholder's estate transfer, sell, alienate, pledge, encumber, assign or otherwise dispose of all or any part of such Shareholder's Shares or any interest therein whether voluntarily, involuntarily, by operation of law, at judicial sale or otherwise, without the prior written consent of the Manager, which consent may be withheld in its sole discretion for any reason or for no reason; provided, however, that upon the death of a Shareholder the interest in such Shareholder's Shares may be transferred by operation of law to his estate, and provided further that, in the absence of the foregoing written consent of the Manager, such estate will be entitled only to the deceased Shareholder's economic interest in the profits, losses and capital of the Fund but will not be entitled to the prior right of the deceased Shareholder to give consents when required by this Agreement (or otherwise participate in decisions made on behalf of the Fund) or to be admitted to the Fund as a substituted Shareholder. In no event shall a Shareholder transfer, sell, alienate, pledge or otherwise encumber, assign or dispose of all or any part of his Shares unless counsel for the Fund shall have rendered an opinion (unless the delivery of an opinion shall have been waived by the Manager) (i) that such transaction would not violate the Securities Act or applicable state securities or blue sky laws (including investor qualification standards); and (ii) that the Fund will not as a result thereof (A) be considered to be terminated pursuant to Section 708 of the Code, (B) be classified as an association or a publicly traded partnership taxable as a corporation, or (C) be required to register under the 1940 Act, as then in effect. No Shareholder shall be permitted to sell, assign, transfer, alienate or dispose of such Shareholder's Shares to a minor or incompetent Person, unless in trust for the benefit of such Person. Any Person desiring to consummate a transfer or other disposition of Shares shall execute and deliver to the Fund such instruments, agreements and other documents as the Manager may require. Any Person desiring to become a substituted Shareholder shall execute and deliver to the Fund such representations, instruments, agreements, powers of attorney and other documents, including an agreement to be bound by this Agreement, as the Manager may deem necessary or desirable to effect such substitution. Provided th...
Nontransferability of Shares. The Shares acquired by Employee pursuant to this Agreement shall not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of until such time as they become vested under Section 7 of this Agreement.
Nontransferability of Shares. The Shares may not be sold, transferred, assigned or otherwise alienated or hypothecated (any of the foregoing, a “Transfer”) until the earlier to occur of (i) May 3, 2007 or (ii) a Change of Control. Thereafter, Transfers may be made only in accordance with and pursuant to the Stockholders Agreement and the 1933 Act. Notwithstanding the foregoing, the Grantee may, if permitted by state law or the rules and regulations governing any exchange on which the Shares are traded, Transfer, without payment of consideration, any grant of Shares to a member of such Grantee’s immediate family or to a trust or partnership whose beneficiaries are one or more members of such Grantee’s immediate family. For purposes of this Paragraph, the term “immediate family” shall include the Grantee’s spouse, children and grandchildren.
Nontransferability of Shares. The Restricted Shares are not transferable other than by will or by the laws of descent and distribution.
Nontransferability of Shares. The Shares acquired by the Grantee pursuant to this Agreement shall not be sold, transferred, pledged, assigned or otherwise encumbered or disposed of except as provided in the Equityholders Agreement dated as of [___, 2007] among the Grantee, the Company, certain of the Company’s subsidiaries and certain of the Company’s Equityholders (the “Equityholders Agreement”).
Nontransferability of Shares. Prior to the date on which Shares subject to this Award vest pursuant to Section 3 hereof, such Shares may not be sold, transferred, assigned, pledged, hypothecated, encumbered or otherwise disposed of (whether by operation of law or otherwise) or be subject to execution, attachment or similar process. Any such attempted sale, transfer, assignment, pledge, hypothecation or encumbrance, or other disposition of such Shares shall be null and void.
Nontransferability of Shares. No Shares may be transferred, assigned, pledged or hypothecated in any way (whether by operation of law or otherwise) or otherwise disposed of prior to their becoming Vested Shares. Upon any attempt to transfer, assign, pledge, hypothecate or otherwise dispose of any Forfeitable Shares, or upon the levy of any attachment or similar process upon Forfeitable Shares, the Company shall have a right of Forfeiture with respect to such Forfeitable Shares. Notwithstanding the foregoing, the Grantee may transfer any Shares either during his or her lifetime or on death by will or intestacy to one or more members of his or her immediate family or to a trust the beneficiaries of which are exclusively the undersigned and/or a member or members of his or her immediate family; provided, however, that prior to any such transfer each transferee shall execute an agreement, satisfactory to the Company, pursuant to which each transferee shall agree to receive and hold such Shares subject to the provisions hereof (including, without limitation, the Company’s right of forfeiture with respect to any Shares so transferred that constitute Forfeitable Shares), and there shall be no further transfer except in accordance with the provisions hereof. For the purposes of this paragraph, “immediate family” shall mean spouse, lineal descendent, father, mother, brother or sister of the transferor.
