Limitation on Transfer of Shares. During the Restricted Period, any Transfer of Shares by any Stockholder shall be subject to the following limitations:
Limitation on Transfer of Shares. (a) Employee shall not effect any Transfer of the Restricted Securities, except for Permitted Transfers (but subject to the provisions of Section 3(a) hereof). Any Transfer or attempted Transfer of the Restricted Securities or any interest therein in violation of the terms and conditions of this Agreement shall be void and invalid; and the Company may refuse to transfer any Restricted Securities attempted to be Transferred in violation of this Agreement. Any Person acquiring Restricted Securities or any interest therein in violation of the terms and conditions of this Agreement, and any such Restricted Securities, shall be subject to all of obligations imposed upon or with respect to the Restricted Securities by this Agreement but shall not be entitled to any of the rights granted with respect to the Restricted Securities or the holder thereof by this Agreement.
Limitation on Transfer of Shares. The undersigned acknowledges that he is aware that there are substantial restrictions on the transferability of the Shares. The Shares will not be registered under the 1933 Act or of applicable state securities laws, and the Shares may not be, and the undersigned agrees that it shall not be, sold unless such sale is registered or exempt from such registration under the 1933 Act or state securities laws or regulations. The undersigned further acknowledges that the Company is under no obligation to aid him in obtaining any exemption from the registration requirements. The undersigned also acknowledges that he shall be responsible for compliance with all conditions on transfer imposed by any securities administrator of any state and for any expenses incurred by the Company for legal or accounting services in connection with reviewing such a proposed transfer and/or issuing an opinion in connection therewith. The Company agrees that, within nine months from the date hereof, it will file a registration statement covering open market resales of the Shares.
Limitation on Transfer of Shares. Except for Transfer to a Permitted Transferee, no Party shall Transfer in excess of 10% of the Total Owned Shares of such Party in any calendar year (the “Annual Limitation”; provided, however, that if any Party shall die during the term of this Agreement, the estate of such Party may sell in excess of the Annual Limitation if such sale(s) are necessary to pay estate taxes and in the best interests of the estate as determined in good faith by the executor or personal representative of such estate.
Limitation on Transfer of Shares. The undersigned acknowledges that he/she is aware that there are substantial restrictions on the transferability of the Shares. The Shares will not be registered under the 1933 Act or of applicable state securities laws, and the Shares may not be, and the undersigned agrees that it shall not be, sold unless such sale is registered or exempt from such registration under the 1933 Act or state securities laws or regulations. The undersigned also acknowledges that he/she shall be responsible for compliance with all conditions on transfer imposed by any securities administrator of any state and for any expenses incurred by the Company for legal or accounting services in connection with reviewing such a proposed transfer and/or issuing an opinion in connection therewith.
Limitation on Transfer of Shares. (a) Except as permitted by Section 4.1(b), at any time prior to the Istithmar Standstill Expiration Date, the members of the Istithmar Group shall not, without the consent of a majority of the Independent Directors, sell, transfer or otherwise dispose of Shares, directly or indirectly, to any Person or 13D Group, if, after giving effect to such sale, transfer or other disposition such Person or 13D Group would, to Istithmar's knowledge after due inquiry, Beneficially Own, or have the right to acquire Beneficial Ownership of, more than 4.9% of the Company's Voting Stock.
Limitation on Transfer of Shares. The Shareholders hereby acknowledge and agree that any Transfer of Shares must be effected in accordance with the provisions of this Agreement and the Articles of Association and is subject in all respects to Applicable Law and to the obtaining of all approvals from the Competent Authorities, including, where applicable, MIMR. Except as provided in Clause 27.2 (Transfers to Affiliates) or unless the Shareholders unanimously approve, no Shareholder may Transfer any of its Shares to any person who is not already a Shareholder during the Exploration Phase. No Transfer of Shares shall be valid unless recorded in the register of Shareholders maintained by the Company and notified to the relevant Competent Authority.
Limitation on Transfer of Shares. PFS acknowledges and understands that there are substantial restrictions on the transferability of the Shares under federal and applicable state securities laws. Since the Shares will not be, and PFS has no right to require that they be, registered under the Securities Act of 1933 or applicable state securities laws, the Shares may not be, and PFS agrees that they shall not be, offered or sold unless such sale is exempt from registration under the Securities Act and any applicable state securities laws. PFS further acknowledges that PLS is under no obligation to aid PFS in obtaining any exemption from the registration requirements. PFS understands and agrees that the Shares will bear and be subject to a legend referring to these restrictions.
Limitation on Transfer of Shares. (a) Shares of Series B Preferred Stock are not transferable, except (i) in the case of an individual, (A) by will or the laws of descent and distribution or (B) to a trust solely for the benefit of such person or his immediate family, the estate or legal representatives of such person and any partnership, corporation or other entity wholly-owned by such person, (ii) in the case of a partnership, upon its liquidation to any of its partners (limited or general), the estates of such partners, any liquidating trust for the benefit of the partners of such partnership and, if any partner is itself a partnership, its partners (limited and general) upon its liquidation, and if any such partner is itself a corporation or limited liability company, its stockholders or members, respectively, upon its liquidation, and (iii) in the case of a limited liability company, any of its members or economic owners upon its liquidation.
Limitation on Transfer of Shares. (a) During the term of this Agreement, a Stockholder shall not Transfer, or permit to be Transferred, any of the Shares beneficially owned by it: