Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offerings, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause (b) below, any other legally available means of transfer.
Appears in 8 contracts
Samples: Stock Purchase Agreement (NPMC Holdings, LLC), Amended and Restated Unit Purchase Agreement (Solera Holdings LLC), Unit Purchase Agreement (Solera Holdings LLC)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 6 contracts
Samples: Recapitalization Agreement (E Tek Dynamics Inc), Stock Purchase and Recapitalization Agreement (optionsXpress Holdings, Inc.), Recapitalization Agreement (Netcom Systems Inc)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in clause subparagraph (b) below, any other legally available means of to transfer.
Appears in 6 contracts
Samples: Purchase Agreement (Stein Avy H), Purchase Agreement (College Television Network Inc), Purchase Agreement (Stein Avy H)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause PARAGRAPH (b) below, any other legally available means of transfer.
Appears in 5 contracts
Samples: Series D Preferred Stock Purchase Agreement (Metamor Worldwide Inc), Purchase Agreement (Citadel Computer Systems Inc), Stock Purchase Agreement (Citadel Technology Inc)
Transfer of Restricted Securities. (ai) In addition to the transfer restrictions contained in Article X of this Agreement, Restricted Securities are transferable only pursuant to (iA) Public Offerings, (iiB) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iiiC) subject to the conditions specified in clause (bii) below, any other legally available means of transfer.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (Triad Financial Sm LLC), Limited Liability Company Agreement (Triad Financial Corp), Limited Liability Company Agreement (Triad Financial Corp)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 3 contracts
Samples: 2 Purchase Agreement (MST Enterprises Inc), 3 Purchase Agreement (Answer Think Consulting Group Inc), Purchase Agreement (Answer Think Consulting Group Inc)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in clause (bSection 4(b) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Equity Subscription Agreement (Global Vacation Group Inc), Equity Subscription Agreement (Global Vacation Group Inc)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available is available, and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Purchase Agreement (United Usn Inc), Purchase Agreement (United Usn Inc)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available is available, and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Purchase Agreement (Usn Communications Inc), Purchase Agreement (United Usn Inc)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause subparagraph (b) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Select Medical Corp), Securities Purchase Agreement (Select Medical Corp)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause CLAUSE (bB) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Purchase Agreement (Digitalnet Holdings Inc), Purchase Agreement (Digitalnet Holdings Inc)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available is available, (c) to any Affiliate of the Purchaser and (iiid) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.;
Appears in 2 contracts
Samples: Warrant Purchase Agreement (Healthgate Data Corp), Warrant Purchase Agreement (Healthgate Data Corp)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Investor Purchase Agreement (Global Imaging Systems Inc), Investor Purchase Agreement (Global Imaging Systems Inc)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 2 contracts
Samples: Note Purchase Agreement (Commercial Vehicle Group, Inc.), Equity Purchase Agreement (Global Imaging Systems Inc)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission Act (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause (bSection 4.1(b) below, any other legally available means of transfer.
Appears in 1 contract
Samples: Equity Purchase Agreement (Global Vacation Group Inc)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in clause (bsubparagraph 4(ii) below, any other legally available ------------------ means of transfer.
Appears in 1 contract
Samples: Equity Subscription Agreement (Global Imaging Systems Inc)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission Act (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause (bSection 4.1(b) below, any other legally available means of transfer.
Appears in 1 contract
Samples: Equity Purchase Agreement (Thayer Equity Investors Iii Lp)
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule is available, (c) to any Affiliate of the Purchaser or rules are available Xxxxxxxxx and (iiid) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.;
Appears in 1 contract
Transfer of Restricted Securities. (a) Except for transfers to Permitted Transferees, Restricted Securities are transferable only pursuant to (i) Public Offerings, Sales and (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause CLAUSE (b) below, any other legally available means of transfer.
Appears in 1 contract
Samples: Purchase Agreement (Tsi Finance Inc)
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in clause (b) Section 4.02 below, any other legally available means exemption from the registration requirements of transferthe Securities Act.
Appears in 1 contract
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offerings, (iib) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iiic) subject to the conditions specified in clause (bii) below, any other legally available means of transfer.
Appears in 1 contract
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if either of such rule or rules are is available and (iiic) subject to the conditions specified in clause subparagraph (bii) below, any other legally available means of transfer.
Appears in 1 contract
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and or (iiic) subject to the conditions specified in clause (bSection 4(ii) below, any other legally available means of transfer.
Appears in 1 contract
Transfer of Restricted Securities. (ai) Restricted Securities are transferable only pursuant to (ia) Public Offeringspublic offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iiic) subject to the conditions specified in clause Section (bii) below, any other legally available means of transfer.
Appears in 1 contract
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission SEC (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in clause subparagraph (b) below, any other legally available means of to transfer.
Appears in 1 contract
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offerings, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause CLAUSE (b) below, any other legally available means of transfer.
Appears in 1 contract
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (iA) Public Offeringspublic offerings registered under the Securities Act, (iiB) Rule 144 of under the Securities and Exchange Commission Act (or any similar rule or rules then in force) if such rule or rules are is available and (iiiC) subject to the conditions specified in clause subsection (b) below, any other legally available means of transfer.
Appears in 1 contract
Transfer of Restricted Securities. (a) Restricted Securities are transferable only pursuant to (i) Public Offeringspublic offerings registered under the Securities Act, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause (b) below, any other legally available means of transfer.. ----------
Appears in 1 contract
