Common use of Permitted Exemptions Clause in Contracts

Permitted Exemptions. The participation rights of the Investor shall not apply to (a) any pledge of Common Stock made by a Principal Stockholder pursuant to a bona fide loan transaction which creates a mere security interest, (b) any transfer of Common Stock to the Company pursuant to a written agreement between the Company and a Principal Stockholder providing for the right of such repurchase or to the Principal Stockholder's ancestors or descendants or spouse or to a trustee for their benefit, (c) any bona fide gift of Common Stock; provided, that (i) the Principal Stockholder shall inform the Investor of such pledge, transfer or gift prior to effecting it and (ii) the pledgee, transferee or donee (collectively, the "Permitted Transferees"), shall furnish the Investor with a written agreement to be bound by and comply with all provisions of this Agreement applicable to the Principal Stockholders, or (d) any transfer between parties to this Agreement. Such transferred shares shall remain subject to this Agreement and the Permitted Transferees shall be treated as "Principal Stockholders" for purposes of this Agreement.

Appears in 2 contracts

Sources: Co Sale Agreement (Net Value Holdings Inc), Co Sale Agreement (Net Value Holdings Inc)

Permitted Exemptions. The participation rights of the Investor shall not apply to (a) any pledge of Common Stock made by a Principal Stockholder pursuant to a bona fide loan transaction which creates a mere security interest, (b) any transfer of Common Stock to the Company pursuant to a written agreement between the Company and a Principal Stockholder providing for the right of such repurchase or to the Principal Stockholder's ancestors or descendants or spouse or to a trustee for their benefit, (c) any bona fide gift of Common Stock; provided, that (i) the Principal Stockholder shall inform the Investor of such pledge, transfer or gift prior to effecting it and (ii) the pledgee, transferee or donee (collectively, the "Permitted Transferees"), ) shall furnish the Investor with a written agreement to be bound by and comply with all provisions of this Agreement applicable to the Principal Stockholders, or (d) any transfer between parties to this Agreement. Such transferred shares shall remain subject to this Agreement and the Permitted Transferees shall be treated as "Principal Stockholders" for purposes of this Agreement.

Appears in 1 contract

Sources: Co Sale Agreement (Net Value Holdings Inc)