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.
Appears in 4 contracts
Samples: Exclusive License Agreement (Allakos Inc.), Exclusive License Agreement (Allakos Inc.), Exclusive License Agreement (Allakos Inc.)
Invalid Transfers. Any purported Transfer of Shares not in accordance with the provisions of this Agreement shall be void and ineffective and shall not operate to Transfer any interest or title in such Shares to the purported transferee. The Company shall not cause or permit any Transfer of any Shares to be required (i) to transfer registered on its share register any Shares which shall have been purportedly sold or transferred if books unless such transfer would be Transfer is made in violation accordance with the terms of this Agreement Agreement. The Company shall be protected in relying on the record of Stockholders maintained by it or (ii) to treat as owner on its behalf for all purposes, notwithstanding any notice of such Shares, to accord the right to vote as such owner, or to pay dividends to any purported transferee Transfer to whom such Shares shall have purportedly been so transferredthe contrary.
Appears in 2 contracts
Samples: Stockholders’ Agreement (Penske Automotive Group, Inc.), Stockholders' Agreement (United Auto Group Inc)