No Transfer or Encumbrance. Except to the extent expressly permitted by the provisions of this Section 3.3, no Escrowed Property or any beneficial interest therein may be sold, assigned, pledged, encumbered or otherwise transferred (including without limitation by operation of law, other than a conversion of shares in a merger or consolidation) by any Partner or be taken or reached by any legal or equitable process in satisfaction of any debt or other liability of a Partner (other than such Partner's obligations under this Agreement) prior to the delivery and release to the Partners of the Escrowed Property by the Escrow Agent in accordance with the provisions of Section 5 hereof; provided, however, that any Partner may transfer its share of the Escrowed Property hereunder so long as such transfer is by gift or upon death or permanent incapacity to his or her guardian, conservator, executor, administrator, trustees or beneficiaries under his or her will, spouse, children, stepchildren, grandchildren, parents, siblings or legal dependents, to a trust of which the beneficiary or beneficiaries of the corpus and the income shall be such a person and all such persons agree to be bound by the terms hereof or to partners of a Partner that is a partnership, provided that all of such partners agree to be bound by the terms hereof.
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No Transfer or Encumbrance. Except to the extent expressly permitted by the provisions of this Section 3.3, no Escrowed Property or any beneficial interest therein may be sold, assigned, pledged, encumbered or otherwise transferred (including without limitation by operation of law, other than a conversion of shares in a merger or consolidation) by any Partner Shareholder or be taken or reached by any legal or equitable process in satisfaction of any debt or other liability of a Partner Shareholder (other than such PartnerShareholder's obligations under this Agreement and the Merger Agreement) prior to the delivery and release to the Partners Shareholders of the Escrowed Property by the Escrow Agent in accordance with the provisions of Section 5 hereof; this Agreement, provided, however, that any Partner a Shareholder may transfer its share of the Escrowed Property hereunder so long as such transfer is by gift or upon death or permanent incapacity to his or her guardian, conservator, executor, administrator, trustees or beneficiaries under his or her will, spouse, children, stepchildren, grandchildren, parents, siblings or legal dependents, to a trust of which the beneficiary or beneficiaries of the corpus and the income shall be such a person and all such persons agree to be bound by the terms hereof or to partners of a Partner an Shareholder that is a partnership, provided that all of such partners agree to be bound by the terms hereof.
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No Transfer or Encumbrance. Except to the extent expressly permitted by the provisions of this Section 3.3, no Escrowed Property Escrow Shares or any beneficial interest therein may be sold, assigned, pledged, encumbered or otherwise transferred (including including, without limitation limitation, by operation of law, other than a conversion of shares in a merger or consolidation) by any Partner Holder or be taken or reached by any legal or equitable process in satisfaction of any debt or other liability of a Partner Holder (other than such PartnerHolder's obligations under this Escrow Agreement) prior to the delivery and release to the Partners Holders of the Escrowed Property Escrow Shares by the Escrow Agent Holder in accordance with the provisions of Section 5 Article 4 hereof; provided, however, that any Partner Holder may transfer its share of the Escrowed Property Escrow Shares hereunder so long as such transfer is by gift or upon death or permanent incapacity to his or her guardian, conservator, executor, administrator, trustees or beneficiaries under his or her will, spouse, children, stepchildren, grandchildren, parents, siblings or legal dependents, to a trust of which the beneficiary or beneficiaries of the corpus and the income shall be such a person and all such persons agree to be bound by the terms hereof or to partners of a Partner Holder that is a partnership, provided that all of such partners agree to be bound by the terms hereof.
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Samples: Escrow Agreement (Mitel Corp)
No Transfer or Encumbrance. Except to the extent expressly permitted by the provisions of this Section 3.32.3, no Escrowed Property Escrow Shares or any beneficial interest therein may be sold, assigned, pledged, encumbered or otherwise transferred (including including, without limitation limitation, by operation of law, other than a conversion of shares in a merger or consolidation) by any Partner Holder or be taken or reached by any legal or equitable process in satisfaction of any debt or other liability of a Partner Holder (other than such Partner's Holder’s obligations under this Escrow Agreement) prior to the delivery and release to the Partners Holders of the Escrowed Property Escrow Shares by the Escrow Agent in accordance with the provisions of Section 5 Article IV hereof; provided, however, that any Partner Holder may transfer its share of the Escrowed Property Escrow Shares hereunder so long as such transfer is by gift or upon death or permanent incapacity to his or her guardian, conservator, executor, administrator, trustees or beneficiaries under his or her will, spouse, children, stepchildren, grandchildren, parents, siblings or legal dependents, to a trust of which the beneficiary or beneficiaries of the corpus and the income shall be such a person and all such persons agree to be bound by the terms hereof or to partners of a Partner Holder that is a partnership, provided that all of such partners agree to be bound by the terms hereof.
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Samples: Agreement and Plan of Amalgamation (Palmsource Inc)
No Transfer or Encumbrance. Except to the extent expressly permitted by the provisions of this Section 3.3, no Escrowed Property or any beneficial interest therein may be sold, assigned, pledged, encumbered or otherwise transferred (including without limitation by operation of law, other than a an exchange or conversion of shares in a merger or consolidation) by any Partner Finserv Securityholder or be taken or reached by any legal or equitable process in satisfaction of any debt or other liability of a Partner Finserv Securityholder (other than such PartnerFinserv Securityholder's obligations under this Agreement) prior to the delivery and release to the Partners Finserv Securityholders of the Escrowed Property by the Escrow Agent in accordance with the provisions of Section 5 6 hereof; provided, however, that any Partner Finserv Securityholder may transfer its share of the Escrowed Property hereunder so long as such transfer is by gift or (I) gift, (ii) upon death or permanent incapacity to his or her guardian, conservator, executor, administrator, trustees or beneficiaries under his or her will, (iii) to his spouse, children, stepchildren, grandchildren, parents, siblings or legal dependents, (iv) to a trust of which the beneficiary or beneficiaries of the corpus and the income shall be such a person and all such persons agree to be bound by the terms hereof hereof, or (v) to partners of a Partner Finserv Securityholder that is a partnership, provided that all of such partners agree execute a joinder agreement specifically agreeing to be bound by the terms hereof.
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