Common use of Additional Requirements for Sale Clause in Contracts

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Investors shall have exercised its rights under this Section 8, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and Section 3(f) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 and Section 11) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 5). Any purported Transfer in violation of this Section 8 shall be void ab initio.

Additional Requirements for Sale. Subject to Section 4, 4(b) if neither the Company nor the CD&R Investors Investor shall have exercised its rights under this Section 8, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors Investor at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 8 and Section 11) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 5). Any purported Transfer in violation of this Section 8 shall be void ab initio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Investors shall have exercised its rights under this Section 810, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f), Section 3(g) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 9, Section 10, Section 11 and Section 1113) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 56). Any purported Transfer in violation of this Section 8 10 shall be void ab initio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Investors shall have exercised its rights under this Section 8, then the Employee Director may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and Section 3(f) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 and Section 11) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee Director and any intended purchaser therefrom shall not have any of the benefits provided for in Section 5). Any purported Transfer in violation of this Section 8 shall be void ab initio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Investors shall have exercised its rights under this Section 810, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f), Section 3(g) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 9, 10, Section 11 and Section 1113) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 56). Any purported Transfer in violation of this Section 8 10 shall be void ab initio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Investors shall have exercised its rights under this Section 810, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f), Section 3(g) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 9, Section 10, Section 11 and Section 1113) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 56). Any purported Transfer in violation of this Section 8 10 shall be void ab initioabinitio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Investors shall have exercised its rights under this Section 810, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Investors at the Offer Price and on the Offer Terms; provided that: : (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f), Section 3(g) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 9, Section 10, Section 11 and Section 1113) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 56). Any purported Transfer in violation of this Section 8 10 shall be void ab initioabinitio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Initial Investors shall have exercised its rights under this Section 87, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Initial Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f), Section 3(g) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g)4, Section 45, Section 6, Section 7, Section 8, Section 9 8 and Section 1110) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 5)request. Any purported Transfer in violation of this Section 8 7 shall be void ab initio.

Additional Requirements for Sale. Subject to Section 4, if neither the Company nor the CD&R Initial Investors shall have exercised its rights under this Section 8, then the Employee may Transfer the Offered Shares to (but only to) the intended purchaser named in his notice to the Company and the CD&R Initial Investors at the Offer Price and on the Offer Terms; provided that: (i) such Transfer must be consummated within 30 days following the expiration of the Second Refusal Period; and (ii) the intended purchaser must first agree in writing in form and substance satisfactory to the Company to make and be bound by the representations and warranties set forth in Section 3(b), Section 3(e) and ), Section 3(f), Section 3(g) and to agree to and be bound by the covenants and other restrictions set forth in this Agreement (including, but not limited to, Section 3(g), Section 4, Section 6, Section 7, Section 8, Section 9 and Section 11) and such other covenants or restrictions as the Company shall reasonably request (it being understood that the Employee and any intended purchaser therefrom shall not have any of the benefits provided for in Section 5). Any purported Transfer in violation of this Section 8 shall be void ab initio.