Common use of Effectiveness of Transfers Clause in Contracts

Effectiveness of Transfers. All Shares Transferred by a Stockholder (other than pursuant to an effective registration statement under the 1933 Act or pursuant to a Rule 144 Transaction) shall, except as otherwise expressly stated herein, be held by the transferee thereof pursuant to this Agreement. Such transferee shall, except as otherwise expressly stated herein, have all the rights and be subject to all of the obligations of a Stockholder under this Agreement (as through such party had so agreed pursuant to Section 4.13 hereof) automatically and without requiring any further act by such transferee or by any parties to this Agreement. Without affecting the preceding sentence, if such transferee is not a Stockholder on the date of such Transfer, then such transferee, as a condition to such Transfer, shall confirm such transferee's obligations hereunder in accordance with Section 4.13

Appears in 2 contracts

Samples: Stockholders Agreement (Jillians Entertainment Corp), Stockholders Agreement (Jillians Entertainment Corp)

AutoNDA by SimpleDocs

Effectiveness of Transfers. All Shares Transferred transferred by a Stockholder (other than pursuant to an effective registration statement under the 1933 Securities Act or pursuant to a Rule 144 Transaction) shall, except as otherwise expressly stated herein, be held by the transferee Transferee thereof pursuant to this Agreement. Such transferee Transferee shall, except as otherwise expressly stated herein, have all the rights and be subject to all of the obligations of a Stockholder under this Agreement (as through though such party had so agreed pursuant to Section 4.13 3.12 hereof) automatically and without requiring any further act by such transferee or by any parties to this Agreement. Without affecting the preceding sentence, if such transferee is not a Stockholder on the date of such Transfertransfer, then such transferee, as a condition to such Transfertransfer, shall confirm such transferee's obligations hereunder in accordance with Section 4.133.12

Appears in 1 contract

Samples: Stockholders' Agreement (Holmes Products Corp)

Effectiveness of Transfers. All Shares Transferred transferred by a Stockholder (other than pursuant to an effective registration statement under the 1933 Act or pursuant to a Rule 144 Transactiontransaction) shall, except as otherwise expressly stated herein, be held by the transferee thereof pursuant subject to this Agreement. Such transferee shall, except as otherwise expressly stated herein, have all the rights and be subject to all of the obligations of a Stockholder under this Agreement (as through though such party had so agreed pursuant to Section 4.13 hereof4.13) automatically and without requiring any further act by such transferee or by any parties to this Agreement. Without affecting the preceding sentence, if such transferee is not a Stockholder on the date of such Transfertransfer, then such transferee, as a condition to such Transfertransfer, shall confirm such transferee's obligations hereunder in accordance with Section 4.134.

Appears in 1 contract

Samples: Stockholders Agreement (Amscan Holdings Inc)

AutoNDA by SimpleDocs

Effectiveness of Transfers. All Shares Transferred transferred by a Stockholder (other than pursuant to an effective registration statement under the 1933 Securities Act or pursuant to a Rule 144 Transaction) shall, except as otherwise expressly stated herein, be held by the transferee Transferee thereof pursuant to this Agreement. Such transferee Transferee shall, except as otherwise expressly stated herein, have all the rights and be subject to all of the obligations of a Stockholder under this Agreement (as through though such party had so agreed pursuant to Section 4.13 3.12 hereof) automatically and without requiring any further act by such transferee or by any parties to this Agreement. Without affecting the preceding sentence, if such transferee is not a Stockholder on the date of such Transfertransfer, then such a transferee, as a condition to such Transfertransfer, shall confirm such transferee's obligations obligation hereunder in accordance with Section 4.133.12

Appears in 1 contract

Samples: Employee Stockholders' Agreement (Rival Co)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!