Common use of No Transfer of Covered Shares Clause in Contracts

No Transfer of Covered Shares. Until the Expiration Time, the Stockholder agrees not to Transfer or cause or permit the Transfer of any of the Covered Shares, other than with the prior written consent of Parent or in accordance with and subject to Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 5 contracts

Samples: Voting Agreement (STAMPS.COM Inc), Voting Agreement (STAMPS.COM Inc), Voting Agreement (STAMPS.COM Inc)

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No Transfer of Covered Shares. Until the Expiration Time, the Stockholder agrees not to Transfer or cause or permit the Transfer of any of the Covered Shares, other than with the prior written consent of Parent or in accordance with and subject to Section 2.2Parent. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void ab initio and of no effect whatsoever.

Appears in 3 contracts

Samples: Voting and Support Agreement (Knoll Inc), Voting and Support Agreement (Herman Miller Inc), Voting and Support Agreement (Global Furniture Holdings S.a r.l)

No Transfer of Covered Shares. Until the Expiration Time, the each Stockholder agrees not to Transfer or cause or permit the Transfer of any of the such Stockholder’s Covered Shares, other than with the prior written consent of Parent or in accordance with and subject to Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 3 contracts

Samples: Voting Agreement (Bottomline Technologies Inc), Voting Agreement (Proofpoint Inc), Voting Agreement (RealPage, Inc.)

No Transfer of Covered Shares. Until the Expiration Time, the Stockholder agrees not to Transfer or cause or permit the Transfer of any of the Covered Shares, Shares other than with the prior written consent of Parent or in accordance with and subject to Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 2 contracts

Samples: Voting and Support Agreement (Hess Corp), Voting and Support Agreement (Chevron Corp)

No Transfer of Covered Shares. Until the Expiration Time, the (a) each Stockholder agrees not to Transfer or cause or permit the Transfer of any of the such Stockholder’s Covered Shares, other than with the prior written consent of Parent Buyer (to be granted or in accordance withheld by Buyer for any reason or no reason) and (b) each Stockholder shall not seek or solicit any such Transfer or any such option, Contract, arrangement, understanding or commitment with and subject respect to Section 2.2any Transfer. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 2 contracts

Samples: Voting and Support Agreement (BTRS Holdings Inc.), Voting and Support Agreement (BTRS Holdings Inc.)

No Transfer of Covered Shares. Until From the date of this Agreement until the Expiration Time, the each Stockholder agrees not to Transfer or cause or permit the Transfer of any of the such Stockholder’s Covered Shares, other than with the prior written consent of Parent or in accordance with and subject to Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 2 contracts

Samples: Voting Agreement (ForgeRock, Inc.), Voting Agreement (Medallia, Inc.)

No Transfer of Covered Shares. Until the Expiration Time, the each Stockholder agrees not to Transfer Transfer, or cause or permit the Transfer Transfer, of any of the such Stockholder’s Covered Shares, other than with the prior written consent of Parent or in accordance with with, and subject to to, Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever. Notwithstanding anything set forth herein to the contrary, the Parties agree that the restrictions on Transfer as set forth herein shall not apply to the 2026 Convertible Notes.

Appears in 2 contracts

Samples: Voting and Support Agreement (Tabula Rasa HealthCare, Inc.), Voting and Support Agreement (Tabula Rasa HealthCare, Inc.)

No Transfer of Covered Shares. Until the Expiration Time, the each Stockholder agrees not to Transfer Transfer, or cause or permit the Transfer Transfer, of any of the such Stockholder’s Covered Shares, other than with the prior written consent of Parent or in accordance with with, and subject to to, Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 2 contracts

Samples: Voting Agreement (Select Interior Concepts, Inc.), Voting Agreement (Select Interior Concepts, Inc.)

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No Transfer of Covered Shares. Until the Expiration Time, the each Stockholder agrees not to Transfer or cause or permit the Transfer of any of the such Stockholder’s Covered Shares, other than with the prior written consent of both the Parent and the Company, or in accordance with and subject to as permitted by Section 2.22.3. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 2 contracts

Samples: Voting and Support Agreement (Concentrix Corp), Voting Agreement (Synnex Corp)

No Transfer of Covered Shares. Until the Expiration Time, the each Stockholder agrees not to Transfer or cause or permit the Transfer of any of the such Stockholder’s Covered Shares, other than with the prior written consent of Parent or in accordance with and subject to Section 2.22.1. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 1 contract

Samples: Voting Agreement (Coupa Software Inc)

No Transfer of Covered Shares. Until the Expiration Time, the Stockholder agrees Stockholders agree not to Transfer or cause or permit the Transfer of any of the Covered Shares, other than with the prior written consent of Parent (to be granted or withheld in accordance with and subject to Section 2.2Parent’s sole discretion). Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void and of no effect whatsoever.

Appears in 1 contract

Samples: Voting and Support Agreement (Moneygram International Inc)

No Transfer of Covered Shares. Until From the Agreement Date until the Expiration Time, the Stockholder agrees not to Transfer or cause or permit the Transfer of any of the Stockholder’s Covered Shares, other than with the prior written consent of Parent Coyote or in accordance with and subject to Section 2.2. Any Transfer or attempted Transfer of any Covered Shares in violation of this Section 2.1 shall be null and void ab initio and of no effect whatsoever.

Appears in 1 contract

Samples: Voting Agreement (R1 RCM Inc.)

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