No Transfer Restrictions. The Depositor has not created, incurred or suffered to exist any restriction on transferability of the Receivables except for the restrictions on transferability imposed by this Agreement. The transfer of the Receivables and the Receivable Files by the Depositor to the Issuer pursuant to this Agreement is not subject to the bulk transfer laws or any similar statutory provisions in effect in any applicable jurisdiction.
No Transfer Restrictions. No Transfer Restrictions exist with respect to or otherwise apply to the pledge or assignment of, or transfer by Pledgor of, any items of Collateral to the Collateral Agent hereunder, or the subsequent sale or transfer of such items of Collateral by the Collateral Agent pursuant to the terms of this Agreement.
No Transfer Restrictions. Certificates evidencing the Shares shall not contain any legend restricting their transferability by Seaside. The Company shall cause its counsel to issue a legal opinion to the Company’s transfer agent if required by the Company’s transfer agent to effect a transfer of any of the Shares; such opinion shall be provided by the Company’s counsel at no expense to Seaside.
No Transfer Restrictions. Certificates evidencing the Securities shall not contain any legend restricting their transferability by the Purchaser. The Company shall cause its counsel to issue a legal opinion to the Company’s Transfer Agent if required by the Transfer Agent to effect a transfer of any of the Securities; such opinion shall be provided by the Company’s counsel at no expense to the Purchaser.
No Transfer Restrictions. Except for restrictions imposed by the Loan Documents, the Pledged Collateral is free of contractual restrictions that might prohibit, impair, delay or otherwise affect the pledge of any Pledged Collateral hereunder or the sale or disposition thereof pursuant hereto.
No Transfer Restrictions. Except for(i) any legend with respect to restrictions pursuant to applicable federal and state securities laws on transfer of the Common Stock pledged by the Pledgor hereunder which appears on the certificates representing such Common Stock (and which (A) will not be applicable to the delivery of any such Common Stock to the Trust pursuant to the Forward Contract and this Agreement or to the delivery of any such Common Stock by the Trust to the holders of Equity Trust Securities pursuant to the Equity Trust Securities and (B) will be removed at the request of the Collateral Agent to the transfer agent for the Common Stock prior to any such delivery to the holders of Equity Trust Securities) and (ii) any restrictions on the Common Stock pursuant to the Stockholders Agreement, dated as of March 4, 1998, as amended by the Letter Agreements dated August 8, 2001, September 10, 2001 and October 5, 2001 (which such Agreement, as amended, shall not have any effect on the Common Stock pledged hereunder for so long as the Common Stock remains pledged pursuant to the terms of this Agreement and when such Common Stock is delivered by the Collateral Agent to the Trust on the Exchange Date or in connection with the occurrence of an Event of Default), no Transfer Restrictions exist with respect to or otherwise apply to the assignment of, or transfer by the Pledgor of possession of, any items of Collateral to the Collateral Agent hereunder, or the subsequent sale or transfer of such items of Collateral by the Collateral Agent pursuant to the terms hereof.
No Transfer Restrictions. [Except for the legend with respect to restrictions pursuant to applicable federal and state securities laws on transfer of the Common Stock pledged by the Pledgor hereunder which, as of the date hereof, appears on the face of the stock certificates representing such Common Stock,] no Transfer Restrictions exist with respect to or otherwise apply to the assignment of, or transfer by the Pledgor of possession of, any items of Collateral to the Collateral Agent hereunder, or the subsequent sale or transfer of such items of Collateral by the Collateral Agent pursuant to the terms hereof.
No Transfer Restrictions. Except as disclosed in the Company SEC Reports and subject to applicable securities laws, there are no outstanding agreements, restrictions, contracts, commitments or demands of any character to which the Company is a party or of which the Company is aware which relate to or restrict the transfer of any of the shares of the Company Stock. Upon consummation of the Transaction contemplated by this Agreement and except for transfer restrictions as required by applicable securities laws, the Purchaser will acquire good and marketable title to the Shares, free and clear of all liens, pledges, claims, security interests, encumbrances, charges or restrictions of any kind.
No Transfer Restrictions. Subject to transfer restrictions required by applicable securities laws, there are no outstanding agreements, restrictions, contracts, commitments or demands of any character to which the Selling Stockholder is a party or of which the Selling Stockholder is aware which relate to or restrict the transfer of any of the Shares held by the Selling Stockholder. Upon consummation of the Transaction, the Purchaser will acquire good and marketable title to the Shares held by the Selling Stockholder, free and clear of all liens, pledges, claims, security interests, encumbrances, charges or restrictions of any kind, subject to transfer restrictions required by applicable securities laws.
No Transfer Restrictions. The Total Shaolin Shares shall not be subject to any Transfer Restriction other than (x) the restriction on Short Sales (as defined below) set forth in Section 10 and (y) restrictions on transfer under applicable securities laws. “Transfer Restriction” shall mean any direct or indirect limitation, condition to or restriction on the ability of the Subscribers to offer, sale, lease, assign, encumber, loan, pledge, grant a security interest with respect to, hypothecate, dispose of or otherwise transfer (by operation of law or otherwise), either voluntary or involuntary, or enter into any contract, option or other arrangement or understanding with respect to any of the foregoing, any Total Shaolin Shares (whether owned beneficially or of record).
