Certain Restrictions on Transfer. (a) Each Stockholder agrees that it will not, directly or indirectly, make or solicit any Sale of, or create, incur, assume or suffer to exist any Encumbrance (other than a pledge or hypothecation of Oxy Shares to one or more bona fide financial institutions and any foreclosure thereof, in each case subject to Section 3.05) with respect to, any Oxy Share beneficially owned by such Stockholder other than (i) any Sale to a Permitted Transferee, (ii) any Sale for cash, Cash Equivalents or Marketable Securities that is made in compliance with the procedures, and subject to the limitations, set forth in Section 3.04, (iii) any Sale pursuant to a Public Offering or (iv) any Sale in a Rule 144 Transaction. Notwithstanding the foregoing, except as otherwise expressly provided in this Agreement, all Sales permitted by the foregoing clauses (i) and (ii) shall be subject to, and shall not be made other than in compliance with, the provisions of Sections 3.01, 3.02 and 3.05. (b) The restrictions on transfer set forth in this Agreement shall cease to apply (i) as to any particular Oxy Shares at such time as such Oxy Shares are sold pursuant to a Public Offering or a Rule 144 Transaction and (ii) upon the termination of this Agreement.
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Samples: Stockholders' Agreement (Clark Usa Inc /De/), Stockholders' Agreement (Premcor Inc), Stockholders' Agreement (Occidental Petroleum Corp /De/)
Certain Restrictions on Transfer. (a) Each Stockholder -------------------------------- agrees that it will not, directly or indirectly, make or solicit any Sale of, or create, incur, assume or suffer to exist any Encumbrance (other than a pledge or hypothecation of Oxy Shares to one or more bona fide financial institutions and any foreclosure thereof, in each case subject to Section 3.05) with respect to, to any Oxy Share beneficially owned by such Stockholder other than (i) any Sale to a Permitted Transferee, (ii) any Sale for cash, Cash Equivalents or Marketable Securities to a Third Party that is made in compliance with the procedures, and subject to the limitations, set forth in Section 3.043.04 (if applicable), (iii) any Sale pursuant to a Public Offering or (iv) any Sale in a Rule 144 Transaction. Notwithstanding the foregoing, except as otherwise expressly provided in this Agreement, all Sales permitted by the foregoing clauses (i) and (ii) shall be subject to, and shall not be made other than in compliance with, the provisions of Sections 3.01, 3.02 and 3.05.
(b) The restrictions on transfer set forth in this Agreement shall cease to apply (i) as to any particular Oxy Shares at such time as such Oxy Shares are sold pursuant to a Public Offering or a Rule 144 Transaction and (ii) upon the termination of this Agreement.
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Samples: Capital Contribution Agreement (Neches River Holding Corp), Capital Contribution Agreement (Neches River Holding Corp)
Certain Restrictions on Transfer. (a) Each Stockholder agrees that it will not, directly or indirectly, make or solicit any Sale of, or create, incur, assume or suffer to exist any Encumbrance (other than a pledge or hypothecation of Oxy Shares to one or more bona fide financial institutions and any foreclosure thereof, in each case subject to Section 3.05) with respect to, to any Oxy Share beneficially owned by such Stockholder other than (i) any Sale to a Permitted Transferee, (ii) any Sale for cash, Cash Equivalents or Marketable Securities to a Third Party that is made in compliance with the procedures, and subject to the limitations, set forth in Section 3.043.04 (if applicable), (iii) any Sale pursuant to a Public Offering or (iv) any Sale in a Rule 144 Transaction. Notwithstanding the foregoing, except as otherwise expressly provided in this Agreement, all Sales permitted by the foregoing clauses (i) and (ii) shall be subject to, and shall not be made other than in compliance with, the provisions of Sections 3.01, 3.02 and 3.05.
(b) The restrictions on transfer set forth in this Agreement shall cease to apply (i) as to any particular Oxy Shares at such time as such Oxy Shares are sold pursuant to a Public Offering or a Rule 144 Transaction and (ii) upon the termination of this Agreement.
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Certain Restrictions on Transfer. (a) Each Stockholder agrees that it will not, directly or indirectly, make or solicit any Sale of, or create, incur, incur or assume or suffer to exist any Encumbrance (other than a pledge or hypothecation of Oxy Shares to one or more bona fide financial institutions and any foreclosure thereof, in each case subject to Section 3.05such terms hereof applicable to a Third Party transferee of such Stockholder) with respect to, any Oxy Share beneficially owned by such Stockholder other than (i) any Sale to a Permitted Transferee, or any Sale to the Company or any Subsidiary in accordance with Section 5.5(b), (ii) any Sale for cash, Cash Equivalents or Marketable Securities that is made in compliance with the procedures, and subject to the limitations, set forth in Section 3.043.4, and any Sale made to any Third Party after the termination of Section 3.4 pursuant to subparagraph (g) thereof, (iii) any Sale that is made in compliance with the procedures, and subject to the limitations, set forth in Section 3.5 or 3.6, (iv) any Sale pursuant to a Public Offering or (ivv) any Sale in sale pursuant to a Rule 144 Transaction. Notwithstanding the foregoing, except as otherwise expressly provided in this Agreement, all Sales permitted by the foregoing clauses (i) and through (iiv) shall be subject to, and shall not be made other than in compliance with, the provisions of Sections 3.013.1, 3.02 3.3(b) and 3.053.
(b) The restrictions on transfer set forth in this Agreement shall cease to apply (i) as to any particular Oxy Shares at such time as such Oxy Shares are sold pursuant to a Public Offering or a Rule 144 Transaction and (ii) upon the termination of this Agreement.
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