Common use of Transfer of the Shares Clause in Contracts

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, the Shareholder shall not: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. (a) Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, none of the Shareholder shall notStockholders shall: (i) transfer (which term shall includetransfer, without limitationassign, for the purposes of this Agreement, any salesell, gift-over, pledge or other disposition)otherwise dispose of, or consent to any transfer ofof the foregoing ("Transfer"), any or all of the SharesShares or any right or interest therein; (ii) enter into any contract, option or other agreement agreement, arrangement or understanding with respect to any transfer of any or all of the Shares or any interest thereinTransfer; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to any of the Shares; (iv) deposit any of the Shares into a voting trust trust, or enter into a voting agreement or arrangement with respect to any of the Shares, Shares or (v) take any other action that would in any way restrict, limit or interfere with the performance of such ShareholderStockholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, the Shareholder Stockholder shall not: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; or (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares. Notwithstanding the foregoing, the Stockholder may transfer his Shares so long as each person to which any of such Shares or (v) take any other action that would interest in any way restrict, limit or interfere with the performance of such Shareholder's obligations hereunder Shares is or may be transferred shall have (a) executed a counterpart to this Agreement and (b) agreed to hold such Shares or interest in such Shares subject to all of the transactions contemplated herebyterms and provisions of this Agreement.

Transfer of the Shares. (a) Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, none of the Shareholder shall notStockholders shall: (i) transfer (which term shall includeexcept as described on and pursuant to the terms of Annex I hereto, without limitationtransfer, for the purposes of this Agreementassign, any salesell, gift-over, pledge or other disposition)otherwise dispose of, or consent to any transfer ofof the foregoing ("Transfer"), any or all of the SharesShares or any right or interest therein; (ii) enter into any contract, option or other agreement agreement, arrangement or understanding with respect to any transfer of any or all of the Shares or any interest thereinTransfer; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to any of the Shares; (iv) deposit any of the Shares into a voting trust trust, or enter into a voting agreement or arrangement with respect to any of the Shares, Shares or (v) take any other action that would in any way restrict, limit or interfere with the performance of such ShareholderStockholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. (a) Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, none of the Shareholder shall notStockholders shall: (i) transfer (which term shall includetransfer, without limitationassign, for the purposes of this Agreement, any salesell, gift-over, pledge or other disposition)otherwise dispose or, or consent to any transfer ofof the foregoing (“Transfer”), the record ownership or beneficial ownership (or both) of any or all of the Shares, the Warrants, or any right or interest therein; (ii) enter into any contract, option or other agreement agreement, arrangement or understanding with respect to any transfer of any or all of the Shares or any interest thereinTransfer; (iii) enter into any tender, voting, or other such agreement, or grant any proxy, power-of-attorney or other authorization or consent in or with respect to any of the SharesShares or the Warrants; (iv) deposit any of the Shares into a voting trust trust, or enter into a voting agreement or arrangement with respect to any of the Shares, ; or (v) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholder's Stockholder’s obligations hereunder or the transactions contemplated herebyhereby or make any representation or warranty of such Stockholder untrue or incorrect.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, the Shareholder shall not: (i) Until this Agreement is terminated, the Stockholder shall not directly or indirectly offer to sell, sell short, transfer (which term shall includeincluding gift), without limitation, for the purposes of this Agreement, any sale, giftassign, pledge or other disposition)otherwise dispose of or transfer (each, a "Transfer") any interest in or consent to encumber with any transfer of, Lien any or all of the Shares; , (ii) enter into any contract, option option, put, call, "collar" or other agreement or understanding with respect to any transfer Transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, ; or (v) take any other action with respect to the Shares that would in any way restrict, limit or interfere with the performance of such Shareholder's its obligations hereunder or the transactions contemplated herebyhereunder.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided or permitted herein, the Shareholder shall noteach Stockholder, severally and not jointly, agrees not to: (ia) transfer (which term shall includetransfer, without limitationassign, for the purposes of this Agreement, any salesell, gift-over, pledge or other disposition)otherwise dispose of, or consent to any transfer ofof the foregoing ("Transfer"), -------- any or all of the SharesShares or any right or interest therein; (iib) enter into any contract, option or other agreement agreement, arrangement or understanding with respect to any transfer of any or all of the Shares or any interest thereinTransfer; (iiic) grant any proxy, power-of-attorney or other authorization or consent in or with respect to any of the Shares; (ivd) deposit any of the Shares into a voting trust trust, or enter into a voting agreement or arrangement with respect to any of the Shares, Shares or (ve) take any other action that would in any way restrict, limit or interfere with the performance of such ShareholderStockholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, the Shareholder Stockholder shall not: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, Shares or (v) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholderthe Stockholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, the Shareholder shall not: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding under standing with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, or (v) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, none of the Shareholder shall notManagement Stockholders shall: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, Shares or (v) take any other action that would in any way restrict, limit or interfere with the performance of such ShareholderManagement Stockholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided hereinin this Agreement, none of the Shareholder shall notStockholders shall: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, ; or (v) take any other action that would in any way restrict, limit or interfere with the performance of such ShareholderStockholder's obligations hereunder or the transactions contemplated hereby. Acquisition hereby agrees not to transfer any Shares purchased upon exercise of an Option until this Agreement has terminated.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided provided, herein, none of the Shareholder shall notStockholders shall: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, ; or (v) take any other action that would in any way restrict, limit or interfere with the performance of such ShareholderStockholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, none of the Shareholder shall notShareholders shall: (i) transfer (which term shall include, without limitation, for the purposes of this Agreement, any sale, gift, pledge or other disposition), or consent to any transfer of, any or all of the Shares; (ii) enter into any contract, option or other agreement or understanding with respect to any transfer of any or all of the Shares or any interest therein; (iii) grant any proxy, power-of-attorney or other authorization or consent in or with respect to the Shares; (iv) deposit the Shares into a voting trust or enter into a voting agreement or arrangement with respect to the Shares, Shares or (v) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholder's obligations hereunder or the transactions contemplated hereby.

Transfer of the Shares. (a) Prior to the termination of this ---------------------- Agreement, except as otherwise provided herein, none of the Shareholder shall notShareholders shall: (ia) transfer (which term shall includetransfer, without limitationassign, for the purposes of this Agreement, any salesell, gift-over, pledge or other disposition)otherwise dispose of, or consent to any transfer ofof the foregoing ("Transfer"), any or all of the SharesShares or any right or interest -------- therein; (iib) enter into any contract, option or other agreement agreement, arrangement or understanding with respect to any transfer of any or all of the Shares or any interest thereinTransfer; (iiic) grant any proxy, power-of-of- attorney or other authorization or consent in or with respect to any of the Shares; (ivd) deposit any of the Shares into a voting trust trust, or enter into a voting agreement or arrangement with respect to any of the Shares, Shares or (ve) take any other action that would in any way restrict, limit or interfere with the performance of such Shareholder's obligations hereunder or the transactions contemplated hereby.