Common use of No Transfer of Shares Clause in Contracts

No Transfer of Shares. The Stockholder shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned Shares or any interest in the Owned Shares, (b) deposit the Owned Shares or any interest in the Owned Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Shares or grant any proxy or power of attorney with respect thereto or (c) enter into any contract, commitment, option or other arrangement or undertaking with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned Shares (any such action in clause (a), (b) or (c) above, a "transfer"). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Shares by the Stockholder (a) if the Stockholder is an individual, (i) to any member of the Stockholder's immediate family or to a trust for the benefit of the Stockholder or any member of the Stockholder's immediate family, or (ii) upon the death of the Stockholder to such Stockholder's heirs, or (b) if the Stockholder is a partnership or limited liability company, to one or more partners or members of the Stockholder or to an Affiliate under common control with the Stockholder, as applicable; provided, however, that in each case a transfer shall be permitted only if as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to Parent, to be bound by all of the terms of this Voting Agreement.

No Transfer of Shares. The Stockholder Stockholders shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned Shares or any interest in the Owned Shares, (b) deposit the Owned Shares or any interest in the Owned Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Shares or grant any proxy or power of attorney with respect thereto or (c) enter into any contract, commitment, option or other arrangement or undertaking with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned Shares (any such action in clause (a), (b) or (c) above, a "“transfer"”). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Shares by the Stockholder Stockholders if (a) if the any Stockholder is an individual, (i) to any member of the such Stockholder's ’s immediate family or to a trust for the benefit of the such Stockholder or any member of the such Stockholder's ’s immediate family, or (ii) upon the death of the Stockholder to such Stockholder's ’s heirs, or (b) if the any Stockholder is a partnership or limited liability company, to one or more partners or members of the such Stockholder or to an Affiliate affiliate under common control with the such Stockholder, as applicable; provided, however, that in each case a transfer shall be permitted only if as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to ParentBrushy and Lilis, to be bound by all of the terms of this Voting Agreement.

No Transfer of Shares. The Stockholder shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned Shares or any interest in the Owned Shares, (b) deposit the Owned Shares or any interest in the Owned Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Shares or grant any proxy or power of attorney with respect thereto or (c) enter into any contract, commitment, option or other arrangement or undertaking with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned Shares (any such action in clause (a), (b) or (c) above, a "“transfer"”). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Shares by the Stockholder if (a) if the Stockholder is an individual, (i) to any member of the such Stockholder's ’s immediate family or to a trust for the benefit of the such Stockholder or any member of the such Stockholder's ’s immediate family, or (ii) upon the death of the Stockholder to such Stockholder's ’s heirs, or (b) if the Stockholder is a partnership or limited liability company, to one or more partners or members of the such Stockholder or to an Affiliate affiliate under common control with the such Stockholder, as applicable; provided, however, that in each case a transfer shall be permitted only if as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to ParentBrushy and Lilis, to be bound by all of the terms of this Voting Agreement.

No Transfer of Shares. The Stockholder shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned Shares or any interest in the Owned Shares, (b) deposit the Owned Shares or any interest in the Owned Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Shares or grant any proxy or power of attorney with respect thereto or (c) enter into any contract, commitment, option or other arrangement or undertaking with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned Shares (any such action in clause (a), (b) or (c) above, a "“transfer"”). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Shares by the Stockholder if (a) if the Stockholder is an individual, (i) to any member of the Stockholder's ’s immediate family or to a trust for the benefit of the Stockholder or any member of the Stockholder's ’s immediate family, or (ii) upon the death of the Stockholder to such Stockholder's ’s heirs, or (b) if the Stockholder is a partnership or limited liability company, to one or more partners or members of the Stockholder or to an Affiliate under common control with the Stockholder, as applicable; provided, however, that in each case a transfer shall be permitted only if as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to ParentQLT, to be bound by all of the terms of this Voting Agreement.

No Transfer of Shares. The Stockholder shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned Shares or any interest in the Owned Shares, (b) deposit the Owned Shares or any interest in the Owned Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Shares or grant any proxy or power of attorney with respect thereto or (c) enter into any contract, commitment, option or other arrangement or undertaking with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned Shares (any such action in clause (a), (b) or (c) above, a "“transfer"”). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Shares by the Stockholder if (a) if the Stockholder is an individual, (i) to any member of the Stockholder's ’s immediate family or to a trust for the benefit of the Stockholder or any member of the Stockholder's ’s immediate family, or (ii) upon the death of the Stockholder to such Stockholder's ’s heirs, or (b) if the Stockholder is a partnership or limited liability company, to one or more partners or members of the Stockholder or to an Affiliate under common control with the Stockholder, as applicable; provided, however, that in each case a transfer shall be permitted only if as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to ParentQLT, to be bound by all of the terms of this Voting Agreement. QLT acknowledges and agrees that the Shareholder may from time to time pledge pursuant to a bona fide margin agreement with a registered broker-dealer or grant a security interest in some or all of the Owned Shares to a financial institution that is an “accredited investor” as defined in Rule 501(a) under the Securities Act and, if required under the terms of such arrangement, such Shareholder may transfer pledged or secured Owned Shares to the pledgees or secured parties. Such a pledge or transfer would not be subject to approval of QLT. Further, no notice shall be required of such pledge.

No Transfer of Shares. The Stockholder Shareholder shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned Shares or any interest in the Owned Shares, (b) deposit the Owned Shares or any interest in the Owned Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Shares or grant any proxy or power of attorney with respect thereto or (c) enter into any contract, commitment, option or other arrangement or undertaking with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned Shares (any such action in clause (a), (b) or (c) above, a "“transfer"”). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Shares by the Stockholder Shareholder if (a) if the Stockholder Shareholder is an individual, (i) to any member of the Stockholder's Shareholder’s immediate family or to a trust for the benefit of the Stockholder Shareholder or any member of the Stockholder's Shareholder’s immediate family, or (ii) upon the death of the Stockholder Shareholder to such Stockholder's Shareholder’s heirs, or (b) if the Stockholder Shareholder is a partnership or limited liability company, to one or more partners or members of the Stockholder Shareholder or to an Affiliate under common control with the StockholderShareholder, as applicable; provided, however, that in each case a transfer shall be permitted only if as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to ParentAegerion, to be bound by all of the terms of this Voting Agreement.

No Transfer of Shares. The Stockholder shall not, directly or indirectly, (a) sell, pledge, encumber, assign, transfer or otherwise dispose of any or all of the Owned its Stockholder Shares or any interest in the Owned its Stockholder Shares, (b) deposit the Owned its Stockholder Shares or any interest in the Owned its Stockholder Shares into a voting trust or enter into a voting agreement or arrangement with respect to any of his, her or its Stockholder Shares or grant any proxy or power of attorney with respect thereto (other than as contemplated herein) or (c) enter into any contract, commitment, option or other arrangement or undertaking Contract with respect to the direct or indirect acquisition or sale, assignment, pledge, encumbrance, assignment, transfer or other disposition (whether by actual disposition or effective economic disposition due to hedging, cash settlement or otherwise) of any of the Owned its Stockholder Shares (any such action in clause (a), (b) or (c) above, a "“transfer"”). Notwithstanding anything to the contrary in the foregoing sentence, this Section 2.1 shall not prohibit a transfer of Owned Stockholder Shares by the Stockholder (ai) if the such Stockholder is an individual, (iA) to any member of the Stockholder's ’s immediate family or to a trust solely for the benefit of the Stockholder or any member of the Stockholder's ’s immediate family, or (iiB) upon the death of the Stockholder to such Stockholder's heirs, ’s heirs or (bC) to a charitable entity qualified as a 501(c)(3) organization under the Code or (ii) if the Stockholder is not a partnership or limited liability companynatural person, to one or more partners or members of the Stockholder or to an Affiliate controlled by Stockholder or under common control with the Stockholder, as applicable; provided, however, that in each case a transfer shall be permitted only if if, and as a condition precedent to the effectiveness of such transfer, the transferee agrees in a writing, satisfactory in form and substance to Parent, to be bound by all of the terms of this Voting AgreementAgreement as though such transferee were the “Stockholder” hereunder.