Common use of Other Transfer Restrictions Clause in Contracts

Other Transfer Restrictions. Notwithstanding any other provision of this Agreement (including Section 3.02), prior to the consummation of a Public Offering, each Stockholder agrees that it will not, directly or indirectly, Transfer any of its Shares or Share Equivalents, and the Company agrees that it shall not issue any Shares or Share Equivalents: (i) except as permitted under the Securities Act and other applicable federal or state securities or blue sky laws, and then, with respect to a Transfer of Shares or Share Equivalents, if requested by the Company, only upon delivery to the Company of a written opinion of counsel in form and substance satisfactory to the Company to the effect that such Transfer may be effected without registration under the Securities Act; (ii) if such Transfer or issuance would cause the Company or any Subsidiary to be required to register as an investment company under the Investment Company Act of 1940, as amended; or (iii) if such Transfer or issuance would cause the assets of the Company or any Subsidiary to be deemed “Plan Assets” as defined under the Employee Retirement Income Security Act of 1974 (“ERISA”) or its accompanying regulations or result in any “prohibited transaction” thereunder involving the Company or any Subsidiary.

Other Transfer Restrictions. Notwithstanding any other provision of this Agreement (including Section 3.02), prior to the consummation of a Public Offering, each Each Stockholder agrees that (A) except to the extent permitted by Section 4.02, any Transfer will be subject to Section 4.04 and (B) it will not, directly or indirectly, Transfer any of its Shares Capital Stock or Share Stock Equivalents, and the Company agrees that it shall not issue any Shares Capital Stock or Share Stock Equivalents: (i) except as permitted under the Securities Act and other applicable federal or state securities or blue sky laws, and then, with respect to a Transfer of Shares Capital Stock or Share Stock Equivalents, if requested by the Company, only upon delivery to the Company of a written opinion of counsel in form and substance satisfactory to the Company to the effect that such Transfer may be effected without registration under the Securities Act; (ii) if such Transfer or issuance would cause the Company or any Subsidiary of the Company Subsidiaries to be required to register as an investment company under the Investment Company Act of 1940, as amended; or (iii) if such Transfer or issuance would cause the assets of the Company or any Subsidiary of the Company Subsidiaries to be deemed “Plan Assets” as defined under the Employee Retirement Income Security Act of 1974 (“ERISA”) or its accompanying regulations or result in any “prohibited transaction” thereunder involving the Company or any Company Subsidiary.

Other Transfer Restrictions. Notwithstanding any other provision of this Agreement (including Section 3.024.02), prior to the consummation of a Public Offering, each Stockholder agrees that it will not, directly or indirectly, Transfer any of its Shares Capital Stock or Share Stock Equivalents, and the Company agrees that it shall not issue any Shares Capital Stock or Share Stock Equivalents: (i) except as permitted under the Securities Act and other applicable federal or state securities or blue sky laws, and then, with respect to a Transfer of Shares Capital Stock or Share Stock Equivalents, if requested by the Company, only upon delivery to the Company of a written opinion of counsel in form and substance satisfactory to the Company to the effect that such Transfer may be effected without registration under the Securities Act; (ii) if such Transfer or issuance would cause the Company or any Subsidiary of the Company Subsidiaries to be required to register as an investment company under the Investment Company Act of 1940, as amended; or (iii) if such Transfer or issuance would cause the assets of the Company or any Subsidiary of the Company Subsidiaries to be deemed “Plan Assets” as defined under the Employee Retirement Income Security Act of 1974 (“ERISA”) or its accompanying regulations or result in any “prohibited transaction” thereunder involving the Company or any Company Subsidiary.

Other Transfer Restrictions. Notwithstanding any other provision of this Agreement (including Section 3.024.02), prior to the consummation of a Public Offering, each Stockholder agrees that (A) except to the extent permitted by Section 4.02, any Transfer will be subject to Section 4.04 and (B) it will not, directly or indirectly, Transfer any of its Shares Capital Stock or Share Stock Equivalents, and the Company agrees that it shall not issue any Shares Capital Stock or Share Stock Equivalents: (i) except as permitted under the Securities Act and other applicable federal or state securities or blue sky laws, and then, with respect to a Transfer of Shares Capital Stock or Share Stock Equivalents, if requested by the Company, only upon delivery to the Company of a written opinion of counsel in form and substance satisfactory to the Company to the effect that such Transfer may be effected without registration under the Securities Act; (ii) if such Transfer or issuance would cause the Company or any Subsidiary of the Company Subsidiaries to be required to register as an investment company under the Investment Company Act of 1940, as amended; or (iii) if such Transfer or issuance would cause the assets of the Company or any Subsidiary of the Company Subsidiaries to be deemed “Plan Assets” as defined under the Employee Retirement Income Security Act of 1974 (“ERISA”) or its accompanying regulations or result in any “prohibited transaction” thereunder involving the Company or any Company Subsidiary.