Common use of Excluded Transfers Clause in Contracts

Excluded Transfers. The rights and restrictions contained in Section 3.2(a) shall not apply with respect to any of the following Transfers of Securities: (i) any Transfer of Vestar Securities in a Public Sale; (ii) any Transfer of Vestar Securities to and among the partners, securityholders and employees of Vestar and the partners, securityholders and employees of such securityholders and partners (subject to compliance with Sections 3.3 and 3.4); (iii) any Transfer of Vestar Securities in accordance with Section 4.1; (iv) any Transfer of Vestar Securities incidental to the exercise, conversion or exchange of such securities in accordance with their terms, any combination of shares (including any reverse stock split) or any recapitalization, reorganization or reclassification of, or any merger or consolidation involving, the Company; (v) any Transfer of Vestar Securities to employees or directors of, or consultants to, any of the Company and its Subsidiaries; and (vi) any Transfer constituting an Exempt Individual Transfer.

Appears in 3 contracts

Samples: Securityholders Agreement (Birds Eye Foods, Inc.), Securityholders Agreement (Pro Fac Cooperative Inc), Securityholders Agreement (Agrilink Foods Inc)

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Excluded Transfers. The rights and restrictions contained in Section 3.2(a) shall not apply with respect to any of the following Transfers of Securities: (i) any Transfer of Vestar Securities in a Public Sale; (ii) any Transfer of Vestar Securities to and among the partners, securityholders and employees partners of Vestar and the partners, securityholders and employees of such securityholders and partners (subject to compliance with Sections 3.3 and 3.4); (iii) any Transfer of Vestar Securities in accordance with Section 4.1; (iv) any Transfer of Vestar Securities incidental to the exercise, conversion or exchange of such securities in accordance with their terms, any combination of shares (including any reverse stock split) or any recapitalization, reorganization or reclassification of, or any merger or consolidation involving, the Company; (v) any Transfer of Vestar Securities to employees or directors of, or consultants to, any of the Company and its Subsidiaries; and (vi) any Transfer constituting an Exempt Individual Transfer.

Appears in 2 contracts

Samples: Securityholders Agreement (Mg Waldbaum Co), Securityholders Agreement (Mg Waldbaum Co)

Excluded Transfers. The rights and restrictions contained in Section 3.2(a3.3(a) shall not apply with respect to any of the following Transfers of Securities: (i) any Transfer of Vestar Securities in a Public Sale; (ii) any Transfer of Vestar Securities to and among the partners, securityholders and employees members or partners of Vestar and the members, partners, securityholders and employees of such securityholders and partners (subject to compliance with Sections 3.3 3.4 and 3.43.5 hereof); (iii) any Transfer of Vestar Securities in accordance with Section 4.1; (iv) any Transfer of Vestar Securities incidental to the exercise, conversion or exchange of such securities in accordance with their terms, terms or any reclassification or combination of shares (including any reverse stock split) or any recapitalization, reorganization or reclassification of, or any merger or consolidation involving, the Company); (v) any Transfer of Vestar Securities to employees or directors of, or consultants to, any of the Company and its Subsidiaries; and (vi) any Transfer constituting an Exempt Individual Transfer.

Appears in 1 contract

Samples: Securityholders Agreement (Civitas Solutions, Inc.)

Excluded Transfers. The rights and restrictions contained in Section SECTION 3.2(a) shall not apply with respect to any of the following Transfers of Securities: (i) any Transfer of Vestar Securities in a Public Sale; (ii) any Transfer of Vestar Securities to and among the partners, securityholders and employees partners of Vestar and the partners, securityholders and employees of such securityholders and partners (subject to compliance with Sections SECTIONS 3.3 and AND 3.4); (iii) any Transfer of Vestar Securities in accordance with Section SECTION 4.1; (iv) any Transfer of Vestar Securities incidental to the exercise, conversion or exchange of such securities in accordance with their terms, any combination of shares (including any reverse stock split) or any recapitalization, reorganization or reclassification of, or any merger or consolidation involving, the Company; (v) any Transfer of Vestar Securities to employees or directors of, or consultants to, any of the Company and its Subsidiaries; and (vi) any Transfer constituting an Exempt Individual Transfer.

Appears in 1 contract

Samples: Securityholders Agreement (Mg Waldbaum Co)

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Excluded Transfers. The rights and restrictions contained in Section 3.2(a) shall not apply with respect to any of the following Transfers of Securities: (i) any Transfer of Vestar Securities in a Public Sale; (ii) any Transfer of Vestar Securities to and among the partners, securityholders and employees partners of Vestar and the partners, securityholders and employees of such securityholders and partners (subject to compliance with Sections 3.3 and 3.43.4 hereof); (iii) any Transfer of Vestar Securities in accordance with Section 4.1; (iv) any Transfer of Vestar Securities incidental to the exercise, conversion or exchange of such securities in accordance with their terms, any combination of shares (including any reverse stock split) or any recapitalization, reorganization or reclassification of, or any merger or consolidation involving, the Company; (v) any Transfer of Vestar Securities to employees or directors of, or consultants to, any of the Company and its Subsidiaries; and (vi) any Transfer constituting an Exempt Individual Transfer.

Appears in 1 contract

Samples: Merger Agreement (Vestar Capital Partners Iv Lp)

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