Restrictions on Transfer of Executive Stock. (a) Transfer of Executive Stock. Executive will not sell, pledge, --------------------------- transfer or otherwise dispose of (a "Transfer") any interest in any shares of -------- Executive Stock, except pursuant to the provisions of Sections 4, 5(b), 6, 7 and 8 hereof.
Restrictions on Transfer of Executive Stock. Executive shall not sell, -- --------------------------------------------- pledge or otherwise transfer any interest in any Executive Stock except pursuant to: (i) a Public Sale, (ii) the provisions of paragraph 4 hereof, (iii) paragraphs 3 or 4 of the Security Holders Agreement dated April 1, 1998 as amended by and among the parties hereto and other parties, or (iv) upon the death of Executive pursuant to his or her will or the laws of descent and distribution.
Restrictions on Transfer of Executive Stock. The Executive Stock is subject to certain restrictions on transfer and certain tag-along and drag-along rights which are provided for in the Shareholders Agreement of even date herewith between the Company, Executive and certain other shareholders of the Company (the "SHAREHOLDERS AGREEMENT"), and nothing in this Agreement shall be deemed to amend, modify or limit in any way the restrictions on the issuance of shares of Preferred Stock or Common Stock set forth in the Purchase Agreement, in the Shareholders Agreement or in any other Agreement to which the Company is bound.
Restrictions on Transfer of Executive Stock. (a) The Unvested Shares are restricted in that they may not be sold, transferred or otherwise alienated or hypothecated until they become Vested Shares as described in Section 2 of this Agreement. The Unvested Shares are also restricted in the sense that they may be subject to the Repurchase Option.
Restrictions on Transfer of Executive Stock. Executive shall not sell, -- --------------------------------------------- pledge or otherwise transfer any interest in any Executive Stock except pursuant to: (i) a Public Sale, (ii) the provisions of paragraph 4 hereof, (iii) sales to one or more other employees of the Company or any of its subsidiaries who agree in writing to be bound by the restrictions on Executive set forth herein, (iv) to an estate-planning trust or similar entity so long as such entity agrees in writing to be bound by the restrictions on Executive set forth herein, or (v) upon the death of Executive pursuant to his or her will or the laws of descent and distribution.
Restrictions on Transfer of Executive Stock. (a) Transfer of Executive Stock. Executive will not sell, pledge, transfer --------------------------- or otherwise dispose of (a "Transfer") any interest in any shares of Executive -------- Stock, except (i) pursuant to the provisions of Sections 3, 4, 5(b), 8, 9, 11 (in connection with a Transfer by the Xxxx Stockholders only) or 13 hereof, (ii) pursuant to the terms of the Registration Agreement, dated as of the date hereof, by and between the Company and certain of its stockholders, (iii) pursuant to applicable laws of descent and distribution, or (iv) among Executive's Family Group; provided, that the restrictions contained in this -------- Section 5 will continue to be applicable to the shares of Executive Stock after any Transfer of the type referred to clauses (iii) or (iv) above and, as a condition to any such Transfer, the transferees of such shares of Executive Stock must agree in writing to be bound by the provisions of this Agreement. In the case of a transfer by Executive to a member of his Family Group, after such transfer Executive must continue to own at least 50% of his shares of Executive Stock originally owned by him on a fully diluted basis. Any transferee of Executive Stock pursuant to a Transfer in accordance with clause (iii) or (iv) above is herein referred to as a "Permitted Transferee." Upon the -------------------- proposed Transfer of Executive Stock pursuant to clause (iii) or (iv) above, Executive or a Permitted Transferee Transferring such Executive Stock will deliver a written notice (a "Transfer Notice") to the Company, which discloses --------------- in reasonable detail the identity of the Permitted Transferee(s). Notwithstanding the foregoing, no party hereto shall avoid the provisions of this Agreement by making one or more transfers to one or more Permitted Transferees and then disposing of all or any portion of such party's interest in such Permitted Transferee.
Restrictions on Transfer of Executive Stock restrictions contained in this Section 4 will continue to be applicable to the shares of Executive Stock after any Transfer of the type referred to in clauses (iii) or (iv) above and, as a condition to any such Transfer, the transferees of such shares of Executive Stock must agree in writing to be bound by the provisions of this Agreement. In the case of a transfer by Executive to a member of his Family Group, after such transfer Executive must continue to own at least 50% of his shares of Executive Stock originally owned by him on a fully diluted basis. Any transferee of Executive Stock pursuant to a Transfer in accordance with clause (iii) or (iv) above is herein referred to as a "Permitted --------- Transferee." Upon the proposed Transfer of Executive Stock pursuant to clause ---------- (iii) or (iv) above, Executive or a Permitted Transferee Transferring such Executive Stock will deliver a written notice (a "Transfer Notice") to the --------------- Company, which discloses in reasonable detail the identity of the Permitted Transferee(s). Notwithstanding the foregoing, no party hereto shall avoid the provisions of this Agreement by making one or more transfers to one or more Permitted Transferees and then disposing of all or any portion of such party's interest in any such Permitted Transferee.
Restrictions on Transfer of Executive Stock. (a) Executive Stock is transferable only pursuant to (i) a Public Sale or (ii) subject to the conditions specified in subparagraph (c) below, Rule 144A of the Securities and Exchange Commission (or any similar rule then in force) if such rule is available or any other legally available means of transfer.
Restrictions on Transfer of Executive Stock. As of the Effective Time, any restrictions on the Transfer of shares of Executive Stock set forth in Section 5 of the AppNet Senior Management Agreement shall terminate.
Restrictions on Transfer of Executive Stock. The Executive Stock is ------------------------------------------- subject to certain restrictions on transfer and certain tag-along and drag-along rights which are provided for in the Stockholders Agreement, and nothing in this Agreement shall be deemed to amend, modify or limit in any way the restrictions on the issuance of shares of Preferred Stock or Common Stock set forth in the Equity Purchase Agreement, in the Stockholders Agreement or in any other agreement to which the Company is bound. Except for Permitted Transfers and Transfers pursuant to the Repurchase Option, the Executive may not Transfer or cause or permit to be Transferred any Unvested Shares, and any purported Transfer in violation hereof shall be null and void.
