Common use of Transfers in Compliance with Law Clause in Contracts

Transfers in Compliance with Law. Substitution of Transferee. No transfer may be made pursuant to this Article II or Article III unless (a) the transferee has agreed in writing to be bound by the terms and conditions of this Agreement pursuant to an instrument substantially in the form attached hereto as Exhibit A, (b) the transfer complies in all respects with the applicable provisions of this Agreement and (c) the transfer complies in all respects with applicable federal and state securities laws, including, without limitation, the Securities Act. Upon becoming a party to this Agreement, the transferee of a Stockholder shall be substituted for, and shall enjoy the same rights and be subject to the same obligations as, a Stockholder hereunder with respect to the Shares transferred to such transferee.

Appears in 2 contracts

Samples: Stockholders Agreement (TRW Automotive Inc), Stockholders Agreement (TRW Automotive Inc)

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Transfers in Compliance with Law. Substitution of Transferee. No transfer may be made pursuant to this Article II or Article III unless (a) except pursuant to a Registered Sale, the transferee has agreed in writing to be bound by the terms and conditions of this Agreement pursuant to an instrument substantially in the form attached hereto as Exhibit A, (b) the transfer complies in all respects with the applicable provisions of this Agreement and (c) the transfer complies in all respects with applicable federal and state securities laws, including, without limitation, the Securities Act. Upon becoming a party to this Agreement, the transferee of a Stockholder shall be substituted for, and shall enjoy the same rights and be subject to the same obligations as, a Stockholder hereunder with respect to the Shares transferred to such transferee.

Appears in 2 contracts

Samples: Stockholders Agreement (TRW Automotive Holdings Corp), Stockholders Agreement (TRW Automotive Holdings Corp)

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Transfers in Compliance with Law. Substitution of ------------------------------------------------- Transferee. No Notwithstanding any other provision of this Agreement, no transfer ---------- may be made pursuant to this Article II Section 2 or Article III Section 3 hereof unless (a) the transferee has agreed in writing to be bound by the terms and conditions of this Agreement pursuant to an instrument substantially in the form attached hereto as Exhibit AAgreement, (b) the transfer complies in all respects with the applicable provisions of this Agreement and (c) the transfer complies in all respects with applicable federal and state securities laws, including, without limitation, the Securities Act. Upon becoming a party to this the Agreement, the transferee of a Stockholder shall be substituted for, and shall enjoy the same rights and be subject to the same obligations asobligations, a Stockholder as the transferring Shareholder hereunder with respect to the Shares transferred to such transferee.

Appears in 1 contract

Samples: Shareholders' Agreement (Argyros George L)

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