Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder may at any time Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached hereto.
Appears in 3 contracts
Samples: Shareholders’ Agreement, Shareholders’ Agreement (DT Credit Company, LLC), Shareholders’ Agreement (DT Credit Company, LLC)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 3.05, 3.06 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 3 contracts
Samples: Investors' Agreement (Charles River Laboratories Holdings Inc), Investors' Agreement (Bausch & Lomb Inc), Investors' Agreement (Charles River Laboratories Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 3 contracts
Samples: Stockholders Agreement (Mueller Holdings (N.A.), Inc.), Investors' Agreement (Decrane Aircraft Holdings Inc), Investors' Agreement (Decrane Aircraft Holdings Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 Stockholders so long as (a) such Permitted Transferee shall have agreed in writing executed and delivered to the Company an agreement to be bound by the terms of this Agreement in the form of Exhibit A attached heretohereto and (b) the Transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 2 contracts
Samples: Investors' Agreement (Insilco Holding Co), Investors' Agreement (Donaldson Lufkin & Jenrette Inc /Ny/)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 3.4 and 4.01 4.1 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Donaldson Lufkin & Jenrette Inc /Ny/)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder the Stockholder may at any time Transfer any or all of its his Company Securities to one or more of its his Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (i) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached heretohereto and (ii) the Transfer shall not be in violation of Section 3.01(a).
Appears in 1 contract
Samples: Stockholders’ Agreement (GAIN Capital Holdings, Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 3.04 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Thermadyne Holdings Corp /De)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder may at any time Transfer transfer any or all of its Company Securities Common Stock to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.043.4, 3.05 3.5 and 4.01 4.1 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Permitted Transferees. (a) Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 3.05, 4.01, 4.02 and 4.01 4.03 so long as (i) such Permitted Transferee shall will have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A D attached heretohereto and (ii) the Transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities Shares to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 Stockholders so long as (i) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement Agreement, and (ii) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal, state or foreign securities laws.
Appears in 1 contract
Samples: Stockholders Agreement (Manufacturers Services LTD)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or of more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder may at any time Transfer transfer any or all of its Company Equity Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04Person, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Formica Corp)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder may at any time Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached hereto.. WEST\247242627. 2
Appears in 1 contract
Samples: Shareholders’ Agreement (Drivetime Automotive Group Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder may at any time Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached hereto.Permitted
Appears in 1 contract
Samples: Shareholders’ Agreement (Drivetime Automotive Group Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder the Stockholder may at any time Transfer any or all of its his Company Securities to one or more of its his Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached heretohereto and (b) the Transfer shall not be in violation of Section 3.01(a).
Appears in 1 contract
Samples: Stockholders’ Agreement (GAIN Capital Holdings, Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 3.04 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of and become a party to this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Merrill Corp)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any each Shareholder may at any time Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder or group of Shareholders and without compliance with Sections 3.04, 3.05 3.05, 4.01 and 4.01 4.02 so long as the Transfer to such Permitted Transferee shall have agreed is not in writing to be bound by the terms violation of this Agreement in the form of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Samples: Shareholders’ Agreement (SMART Modular Technologies (WWH), Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Shareholder Stockholder may at any time Transfer transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Shareholder Stockholder or group of Shareholders Stockholders and without compliance with Sections 3.04, 3.05 3.05, and 4.01 3.06 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in the form violation of Exhibit A attached heretoapplicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Charles River Laboratories International Inc)