Common use of Binding Effect on Transferees Clause in Contracts

Binding Effect on Transferees. The obligations of a party hereto shall be binding upon any transferee to whom Shares or Common Stock or Preferred Stock issuable upon conversion of such Shares are transferred by such party, whether or not such transfer is permitted under the terms of this Agreement; provided, that the foregoing shall not apply to (a) transferees (other than the Beacon Affiliates) pursuant to the Permitted Beacon Voting Trust Transfer, (b) transferees pursuant to transfers permitted under Section 3.2(c) or (c) transferees for which the transfer occurs following the fifth anniversary of the date of this Agreement (transferees permitted under clause (a), (b) or (c), collectively, the "Exempted Transferees") . Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead Stockholders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.

Binding Effect on Transferees. The obligations of a party ----------------------------- hereto shall be binding upon any transferee to whom Shares or Common Stock or Preferred Stock issuable upon conversion of such Shares are transferred by such party, whether or not such transfer is permitted under the terms of this Agreement; provided, that the foregoing shall not apply to (a) transferees -------- (other than the Beacon Affiliates) pursuant to the Permitted Beacon Voting Trust Transfer, (b) transferees pursuant to transfers permitted permit xxx under Section 3.2(c) or (c) transferees for which the transfer occurs following the fifth anniversary of the date of this Agreement (transferees permitted under clause (a), (b) or (c), collectively, the "Exempted Transferees") . Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead StockholdersStock holders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.

Binding Effect on Transferees. The obligations of a party hereto shall be binding upon any transferee to whom Shares or Common Stock or Preferred Stock issuable upon conversion of such Shares are transferred by such party, whether or not such transfer is permitted under the terms of this Agreement; provided, that the foregoing shall not apply to (a) transferees (other than the Beacon Affiliates) pursuant to the Permitted Beacon Voting Trust Transfer, (b) transferees pursuant to transfers permitted under Section 3.2(c) or (c) transferees for which the transfer occurs following the fifth anniversary of the date of this Agreement (transferees permitted under clause (a), (b) or (c), collectively, the "Exempted Transferees") ). Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead Stockholders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.

Binding Effect on Transferees. The obligations of a party hereto shall be binding upon any transferee to whom Shares or Common Stock or Preferred Stock issuable upon conversion of such Shares are transferred by such party, whether or not such transfer is permitted under the terms of this Agreement; provided, that the foregoing shall not apply to (a) transferees (other than the Beacon Affiliates) pursuant to the Permitted Beacon Voting Trust Transfer, (b) transferees pursuant to transfers permitted permit ted under Section 3.2(c) or (c) transferees for which the transfer occurs following occurx xollowing the fifth anniversary of the date of this Agreement (transferees permitted under clause (a), (b) or (c), collectively, the "Exempted Transferees") . Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead StockholdersStock holders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.

Binding Effect on Transferees. The obligations of a party hereto shall be binding upon any transferee to whom Shares or Common Stock or Preferred Stock issuable upon conversion of such Shares are transferred by such party, whether or not such transfer is permitted under the terms of this Agreement; provided, provided that the foregoing shall not apply to (a) transferees (other than the Beacon Affiliates) pursuant to the Permitted Beacon Voting Trust Transfer, (b) transferees pursuant to transfers permitted under Section 3.2(c) or (c) transferees for which the transfer occurs following the fifth anniversary of the date of this Agreement (transferees permitted under clause (a), (b) or (c), collectively, the "Exempted Transferees") ). Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead Stockholders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.

Binding Effect on Transferees. The obligations of a party ----------------------------- hereto shall be binding upon any transferee to whom Shares or Common Stock or Preferred Stock issuable upon conversion of such Shares are transferred by such party, whether or not such transfer is permitted under the terms of this Agreement; provided, that the foregoing shall not apply to (a) transferees (other than the Beacon Affiliates) pursuant to the Permitted Beacon Voting Trust Transfer, (b) transferees pursuant to transfers permitted permit xxx under Section 3.2(c) or (c) transferees for which the transfer occurs following the fifth anniversary of the date of this Agreement (transferees permitted under clause (a), (b) or (c), collectively, the "Exempted Transferees") . Prior to consummation of any such transfer other than to an Exempted Transferee, such party shall cause the transferee to execute an agreement in form and substance reasonably satisfactory to the Lead StockholdersStock holders, providing that such transferee shall be bound by and shall fully comply with the terms of this Agreement.