No Circumvention of Transfer Restrictions. Each Sponsor agrees that the Transfer restrictions in this Agreement may not be avoided by the holding of Shares directly or indirectly through a Person that was formed solely for purposes of holding Shares, and undertaking a Transfer of equity securities of such Person, the principal purpose of which is to indirectly dispose of an interest in Common Stock free of such restrictions, if such Transfer results in a substantial ownership interest or controlling interest (direct or indirect) in the Company being held other than by such Person, whether directly or indirectly. Any Transfer of any Equity Securities, directly or indirectly, of a Person that was formed solely for purposes of holding shares of Common Stock, the principal purpose of which Transfer was to dispose of (directly or indirectly) the Common Stock held by the Person, that results in a substantial ownership interest or controlling interest (direct or indirect) in the Company being held other than by such Person, whether directly or indirectly, shall be treated as being a Transfer of the Common Stock held by the applicable Sponsor in violation of this Agreement.
Appears in 2 contracts
Samples: Stockholders Agreement (NOODLES & Co), Stockholders Agreement (NOODLES & Co)
No Circumvention of Transfer Restrictions. Each Sponsor Participant agrees that the Transfer restrictions in this Agreement may not be avoided by the holding of Shares Equity Securities directly or indirectly through a Person that was formed solely for purposes of holding SharesEquity Securities, and undertaking a Transfer of equity securities of such Person, the principal purpose of which is to indirectly dispose of an interest in Common Stock free of such restrictions, if such Transfer results in a substantial ownership interest or controlling interest (direct or indirect) in the Company being held other than by such Person, whether directly or indirectly. Any Transfer of any Equity Securities, directly or indirectly, of a Person that was formed solely for purposes of holding shares of Common Stock, the principal purpose of which Transfer was to dispose of (directly or indirectly) the Common Stock held by the Person, that results in a substantial ownership interest or controlling interest (direct or indirect) in the Company being held other than by such Person, whether directly or indirectly, shall be treated as being a Transfer of the Common Stock held by the applicable Sponsor Participant in violation of this Agreement.
Appears in 2 contracts
Samples: Stockholders Agreement (Zayo Group Holdings, Inc.), Stockholders Agreement (Zayo Group Holdings, Inc.)