General Restriction on Transfer by Stockholders. (a) Prior to the closing of a bona fide public offering pursuant to an effective registration statement, other than a registration statement on Form S-4 or S-8 or any successor forms and other than a registration statement registering the sale of shares of Common Stock only to employees of the Company (a "Registration"), under the Securities Act of 1933 (the "Act"), filed after the Closing that covers shares of Common Stock (an "IPO"), no shares of Company Stock now or hereafter owned by any Stockholder or any interest therein may, directly or indirectly, be sold, assigned, mortgaged, transferred, pledged, hypothecated or otherwise disposed of or transferred (collectively "Transferred"), except for (i) Transfers pursuant to Section 1.2 to the applicable transferees specified therein (a "Permitted Transferee"), (ii) sales of shares of Company Stock to the Company or to members of the Xxxxx Group, or to their designees pursuant to Article II or III, (iii) Transfers by any member of the Xxxxx Group to any Person of shares of Company Stock, provided that such Transfers shall comply with Article VI to the extent expressly provided therein or (iv) Transfers by any other Stockholder contemplated by and in accordance with Article VI hereof.
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Samples: Stockholders Agreement (Nortek Inc)
General Restriction on Transfer by Stockholders. (a) Prior to ----------------------------------------------- the closing of a bona fide public offering pursuant to an effective registration statement, other than a registration statement on Form S-4 or S-8 or any successor forms and other than a registration statement registering the sale of shares of Common Stock only to employees of the Company (a "Registration"), under the Securities Act of 1933 (the "Act"), filed after the Closing that covers shares of Common Stock (an "IPO"), no shares of Company Common Stock now or hereafter owned by any Stockholder or any interest therein may, directly or indirectly, be sold, assigned, mortgaged, transferred, pledged, hypothecated or otherwise disposed of or transferred (collectively "Transferred"), except for (i) Transfers to a transferee pursuant to Section 1.2 to the applicable transferees specified therein (a "Permitted Transferee"), (ii) sales of shares of Company Common Stock to the Company or to members of the Xxxxx GroupXxxxx, or to their designees pursuant to Article II or III, (iii) Transfers by any member of the Xxxxx Group KIA VI, KEP VI or any of their Permitted Transferees to any Person of shares of Company Common Stock, provided that such Transfers shall comply with Article -------- VI to the extent expressly provided therein or (iv) Transfers to a third party by any other Stockholder contemplated by a Third Party Investor after the fifth anniversary of the Closing to the extent permitted by, and in accordance with with, Article VI hereofVI.
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General Restriction on Transfer by Stockholders. (a) Prior to the closing of a bona fide public offering pursuant to an effective registration statement, other than a registration statement on Form S-4 or S-8 or any successor forms and other than a registration statement registering the sale of shares of Common Stock only to employees of the Company (a "Registration"), under the Securities Act of 1933 (the "Act"), filed after the Closing that covers shares of Common Stock (an "IPO"), no shares of Company Stock now or hereafter owned by any Stockholder or any interest therein may, directly or indirectly, be sold, assigned, mortgaged, transferred, pledged, hypothecated or otherwise disposed of or transferred (collectively "Transferred"), except for (i) Transfers pursuant to Section 1.2 to the applicable transferees specified therein (a "Permitted Transferee"), (ii) sales of shares of Company Stock to the Company or to members of the Xxxxx Group, or to their designees pursuant to Article II or III, III or (iii) Transfers by any member of the Xxxxx Group to any Person of shares of Company Stock, provided that such Transfers shall comply with Article VI to the extent expressly provided therein or (iv) Transfers by any other Stockholder contemplated by and in accordance with Article VI hereoftherein.
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General Restriction on Transfer by Stockholders. (a) Prior to the closing of a bona fide public offering pursuant to an effective registration statement, other than a registration statement on Form S-4 or S-8 or any successor forms and other than a registration statement registering the sale of shares of Common Stock only to employees of the Company (a "Registration"), under the Securities Act of 1933 (the "Act"), filed after the Closing that covers shares of Common Stock (an "IPO"), no shares of Company Stock now or hereafter owned by any Stockholder or any interest therein may, directly or indirectly, be sold, assigned, mortgaged, transferred, pledged, hypothecated or otherwise disposed of or transferred (collectively "Transferred"), except for (i) Transfers pursuant to Section 1.2 to the applicable transferees specified therein (a "Permitted Transferee"), (ii) sales of shares of Company Stock to the Company or to members of the Xxxxx Kelso Group, or to their designees pursuant to Article II or III, III or (iiixxx) Transfers by any member of the Xxxxx Kelso Group to any Person of shares of Company Stock, provided that such Transfers sxxx Xransfers shall comply with Article VI to the extent expressly provided therein or (iv) Transfers by any other Stockholder contemplated by and in accordance with Article VI hereoftherein.
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