Invalid Transfers Clause Samples

Invalid Transfers. Any disposition of the Grant Shares other than in strict compliance with the provisions of this Agreement shall be void. The Company shall not be required (i) to transfer on its books any Grant Shares which have been sold or transferred in violation of the provisions of this Section 3 or (ii) to treat as the owner of the Grant Shares, or otherwise to accord voting, dividend or any other rights to, any person or entity to whom Grantee transferred or attempted to transfer the Grant Shares in contravention of this Agreement.

Invalid Transfers. No purported sale, assignment, mortgage, hypothecation, transfer, pledge, encumbrance, gift, transfer in trust (voting or other) or other disposition of, or creation of a security interest in or lien on, any of the shares of Restricted Stock by any holder thereof in violation of the provisions of this Restricted Stock Agreement shall be valid, and the Company will not transfer any of said shares of Restricted Stock on its books or otherwise nor will any of said shares of Restricted Stock be entitled to vote, nor will any dividends be paid thereon, unless and until there has been full compliance with said provisions to the satisfaction of the Company. The foregoing restrictions are in addition to and not in lieu of any other remedies, legal or equitable, available to enforce said provisions.

Invalid Transfers. Any purported Transfer of Securities that is not in accordance with this Agreement shall be null and void, and shall not operate to Transfer any right, title or interest in such Securities to the purported transferee.

Invalid Transfers. The Company shall refuse to register any transfer or other disposition of Shares purported to be made by any Shareholder' in breach of any of the provisions contained herein. The Shareholders shall cause their nominees on the Board to cast their votes in such a manner as to ensure that the Company registers all transfers made in accordance with this.- clause 11 and refuses to register any transfers proposed to be made in breach thereof.

Invalid Transfers. The Company shall not be required (i) to transfer on its share register any Shares which shall have been purportedly sold or transferred if such transfer would be in violation of this Agreement or (ii) to treat as owner of such Shares, to accord the right to vote as such owner, or to pay dividends to any purported transferee to whom such Shares shall have purportedly been so transferred.

Invalid Transfers. Any disposition of the RSUs other than in strict compliance with the provisions of this Agreement shall be void.

Invalid Transfers. To the fullest extent permitted by law, Transfers in violation of this Section 7.1 or in violation of any other provision of this Article VII or this Agreement shall be null and void ab initio and of no effect whatsoever.

Invalid Transfers. If the Issue and Paying Agent determines that (i) a transfer or attempted or purported transfer of any interest in any Note was consummated in compliance with the provisions hereof on the basis of an incorrect form or certification from the transferee or purported transferee, (ii) a transferee failed to deliver to the Issue and Paying Agent any form or certificate required to be delivered hereunder or (iii) the holder of any interest in a Note is in breach of any representation or agreement set forth in any certificate or any deemed representation or agreement of such holder, the Issue and Paying Agent will not register such attempted or purported transfer and if a transfer has been registered, such transfer shall be absolutely null and void ab initio and shall vest no rights in the purported transferee (such purported transferee, a Disqualified Transferee) and the last preceding Holder of such Note that was not a Disqualified Transferee shall be restored to all rights as a Holder thereof retroactively to the date of such transfer by such holder. In addition, the Issue and Paying Agent may require that the interest in Notes referred to in (i), (ii) or (iii) above be transferred to any person designated by the Issuer at a price determined by the Issuer based upon its estimation of the prevailing price of such interest and each Holder, by acceptance of an interest in a Note, authorises the Issue and Paying Agent to take such action. In any case, the Issue and Paying Agent will not be held responsible for any losses that may be incurred as a result of any required transfer under this section. Notwithstanding anything contained herein to the contrary, the Issue and Paying Agent shall not be responsible for ascertaining whether any transfer complies with the registration provisions or exemptions from the Securities Act, applicable state securities law or the Investment Company Act. If a certificate is specifically required to be delivered to the Issue and Paying Agent by a purchaser or transferee of a Note, the Issue and Paying Agent shall be under a duty to examine the same to determine whether it conforms to the requirements of this Agreement and shall promptly notify the party delivering the same if such certificate does not conform.”

Invalid Transfers. Any sale, assignment or other transfer of Covenant Shares by the Investor or any of its Affiliates, as applicable, contrary to the provisions of this Section 6 shall be null and void, and the transferee shall not be recognized by the Company as the holder or owner of the Covenant Shares sold, assigned, or transferred for any purpose (including, without limitation, voting or dividend rights), unless and until the Investor or such Affiliate, as applicable, has satisfied the requirements of this Section 6 with respect to such sale. The Investor shall provide the Company with written evidence that such requirements have been met or waived, prior to it or its Affiliates consummating any sale, assignment or other transfer of securities, and no Covenant Shares shall be transferred on the books of the Company until such written evidence has been received by the Company from the Investor. The Company, or, at the instruction of the Company, the transfer agent of the Company, may place a legend on any certificate representing Covenant Shares stating that such shares are subject to the restrictions contained in this Agreement. Upon delivery by the Investor of the written evidence required above, the Company agrees to facilitate the timely preparation and delivery (but in no event longer than seven (7) business days) of certificates representing the Covenant Shares to be sold by the Investor or any Affiliate free of any restrictive legends and in such denominations and registered in such names as the Investor or such Affiliate may request in connection with such sale.