Common use of Issuances and Transfers of Securities Clause in Contracts

Issuances and Transfers of Securities. (a) The provisions in this Article II shall apply to all Stockholder Shares now owned or hereafter acquired by a Stockholder, including Stockholder Shares acquired by reason of original issuance, dividend, distribution, exchange, conversion and acquisition of outstanding Stockholder Shares from another Person, and such provisions shall apply to any Stockholder Shares obtained by a Stockholder upon the exercise, exchange or conversion of any option, warrant or other derivative Security. (b) Except as set forth in this Article II or as otherwise approved by First Reserve, no Founding Stockholder or Management Stockholder may Transfer any Stockholder Shares prior to January 1, 2014 and no Executive Stockholder may Transfer any Stockholder Shares prior to January 1, 2015. (c) Subject to any separate restrictions in Article IV, each Management Stockholder and Founding Stockholder may Transfer up to: (i) prior to January 1, 2013, the greater of their Pro Rata Share or a number of Stockholder Shares that would result in such Management Stockholders and Founding Stockholders holding 67% of their Original Holdings; (ii) on or after January 1, 2013 through December 31, 2013, the greater of their Pro Rata Share or a number of Stockholder Shares that would result in such Management Stockholders and Founding Stockholders holding 33% of their Original Holdings; and (iii) on or after January 1, 2014, all of their Stockholder Shares without restriction. (d) Subject to any separate restrictions in Article IV, each Executive Stockholder may Transfer from and after December 1, 2012 through December 31, 2014, up to their Pro Rata Share. Each Executive Stockholder may transfer all of their Stockholder Shares without restriction on or after January 1, 2015. (e) Notwithstanding anything to the contrary contained herein, (i) the restrictions in this Article II do not apply to the sale of any Stockholder Shares in connection with the Initial Public Offering that are registered for sale pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-177966), (ii) no Stockholder shall Transfer any Stockholder Shares to any Person unless such Transfer is done in accordance with applicable Law, including, but not limited to, the Securities Act, and (iii) each Stockholder that is an entity that has no substantial assets other than Stockholder Shares acknowledges and agrees that no shares of the common stock or other equity interests of such entity may be Transferred to any Person other than in accordance with the terms and provisions of this Agreement as if such common stock or other equity interests were Stockholder Shares.