Condition to Transfer. All transferees of shares of Stock or any --------------------- interest therein other than the Company shall be required as a condition of such transfer to agree in writing (in a form satisfactory to the Company) that they will receive and hold such shares of Stock or interests subject to the provisions of this Agreement, including the Right of First Refusal.
Condition to Transfer. All transferees of ROFO/R Shares or any interest therein other than the Company shall be required as a condition of such transfer to agree in writing (in a form satisfactory to the Company) that they will receive and hold such shares of Stock or interests subject to the provisions of this Agreement, including the Right of First Offer/Refusal.
Condition to Transfer. Any successor or permitted assignee of any Common Holder, including any prospective transferee who purchases any Equity Securities in accordance with the terms hereof, shall deliver to the Company and the Holders, as a condition to any transfer or assignment, a counterpart signature page hereto pursuant to which such successor or permitted assignee shall confirm their agreement to be subject to and bound by all of the provisions set forth in this Agreement that were applicable to the predecessor or assignor of such successor or permitted assignee.
Condition to Transfer. The Obligations of the Partners and the Partnership with respect to the transfer of the Partnership’s membership interest in Star Southfield to SE II shall be subject to satisfaction of the condition that all consents, approvals, and authorizations of third parties required to consummate such transfer (including any consent required from Star Southfield’s mortgage lender or from Millennium) must have been obtained, other than any consents, approvals, or authorizations the failure of which to obtain would not reasonably be expected to have a material adverse effect on such transfer or on the Partners, the Partnership, or Star Southfield.
Condition to Transfer. As a condition to any sale, transfer, gift, assignment or other disposition of shares of LandCare Common Stock prior to the expiration of the agreements set forth herein, the undersigned agree to cause this transferee to agree to be bound by the applicable restrictions conferred herein. Stockholders of the Companies March ___, 1998
Condition to Transfer. Notwithstanding anything herein to the contrary, but subject to the immediately following sentence, it shall be a condition to any Transfer of Shares that, prior to such Transfer, each Family Member acquiring such Shares shall become a party to this Agreement (as from time to time in effect) by executing a counterpart hereof and shall thereby succeed to all of the rights and obligations of the transferring Management Shareholder as a shareholder of the Company. Any such Family Member or Third Party, by the acceptance of Shares, shall be bound by all of the terms and provisions of this Agreement whether or not such entity executes a counterpart hereof.
Condition to Transfer. Prior to any Transfer of Stockholder Shares (other than pursuant to a Public Sale or a Sale of the Company) to any Person that is consummated prior to a Qualified Public Offering, and as a condition to such Transfer, the transferring holder of Stockholder Shares shall cause the prospective transferee to be bound by this Agreement and (if such Permitted Transferee was not previously a party to this Agreement) to execute and deliver to the Company and the other Stockholders a counterpart of this Agreement. The restrictions contained in this Agreement will continue to be applicable to each Stockholder Share after any Transfer, and in the event of any Transfer of Stockholder Shares to any Person, such subsequent holder (other than a Company) of Stockholder Shares shall be deemed to be a “Stockholder” for the purposes of this Agreement upon such transferee’s execution and delivery of a counterpart to this Agreement (if the transferee was not previously a party to this Agreement).
Condition to Transfer. Notwithstanding anything in this Agreement to the contrary, neither the Rights Agent nor the Company shall be obligated to undertake any action with respect to any purported transfer pursuant to Section 4 or exercise pursuant to this Section 5 unless the registered holder of the applicable rights (i) shall have completed and signed the certificate contained in the form of assignment or election to purchase, as the case may be, set forth on the reverse side of the Right Certificate surrendered for such transfer or exercise, as the case may be, and (ii) shall have provided such additional evidence of the identity of the Beneficial Owner or former Beneficial Owner (and any Affiliates and Associates) thereof as the Company shall reasonably request.
Condition to Transfer. The preemptive right set forth in this Section 4 may not be assigned or transferred, except that (i) such right is assignable by each Preemptive Holder to any Permitted Transferee of such Preemptive Holder or any wholly-owned subsidiary or parent of, or to any corporation or entity that is, within the meaning of the Securities Act, controlling, controlled by or under common control with, any such Preemptive Holder and (ii) such right is assignable between and among any of the Preemptive Holders provided the Company is given written notice thereof; provided, however, that the transferee agrees in writing to be bound by the restrictions, terms and provisions hereof.
Condition to Transfer. Should the undersigned (including any transferee of the undersigned) desire to transfer all or less than all of the Shares (“Offered Shares”) owned by the undersigned and should the undersigned have received a bona fide offer from a third party to purchase the Offered Shares, the undersigned shall give notice to the Company (“Offer Notice”) of such bona fide offer to purchase the Offered Shares. The Offer Notice shall contain complete details concerning the proposed purchase, including a copy of the third party’s offer which has been accepted subject to the terms and conditions of this Agreement. The Company reserves the right to determine that an offer is not bona fide and to refuse to transfer the Shares to such third party.
