Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 3 contracts
Samples: Investors' Agreement (Decrane Aircraft Holdings Inc), Investors' Agreement (Decrane Aircraft Holdings Inc), Stockholders Agreement (Mueller Holdings (N.A.), Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 3.05, 3.06 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 3 contracts
Samples: Investors' Agreement (Bausch & Lomb Inc), Investors' Agreement (Charles River Laboratories Holdings Inc), Investors' Agreement (Charles River Laboratories Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder Shareholder may at any time transfer Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder Shareholder or group of Stockholders Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) in the transfer to such Permitted Transferee is not in violation form of applicable federal or state securities lawsExhibit A attached hereto.
Appears in 3 contracts
Samples: Shareholders’ Agreement, Shareholders’ Agreement (DT Credit Company, LLC), Shareholders’ Agreement (DT Credit Company, LLC)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing executed and delivered to the Company an agreement to be bound by the terms of this Agreement in the form of Exhibit A attached hereto and (b) the transfer Transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 2 contracts
Samples: Investors' Agreement (Donaldson Lufkin & Jenrette Inc /Ny/), Investors' Agreement (Insilco Holding Co)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or of more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any the Stockholder may at any time transfer Transfer any or all of its his Company Securities to one or more of its his Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (ai) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached hereto and (bii) the transfer to such Permitted Transferee is Transfer shall not be in violation of applicable federal or state securities lawsSection 3.01(a).
Appears in 1 contract
Samples: Stockholders’ Agreement (GAIN Capital Holdings, Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder Shareholder may at any time transfer Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder Shareholder or group of Stockholders Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.Permitted
Appears in 1 contract
Samples: Shareholders’ Agreement (Drivetime Automotive Group Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities Shares to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (ai) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement Agreement, and (bii) the transfer to such Permitted Transferee is not in violation of applicable federal federal, state or state foreign securities laws.
Appears in 1 contract
Samples: Stockholders Agreement (Manufacturers Services LTD)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder Shareholder may at any time transfer any or all of its Company Equity Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04Person, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Formica Corp)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder Shareholder may at any time transfer any or all of its Company Securities Common Stock to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder Shareholder or group of Stockholders Shareholders and without compliance with Sections 3.043.4, 3.05 3.5 and 4.01 4.1 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any the Stockholder may at any time transfer Transfer any or all of its his Company Securities to one or more of its his Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit A attached hereto and (b) the transfer to such Permitted Transferee is Transfer shall not be in violation of applicable federal or state securities lawsSection 3.01(a).
Appears in 1 contract
Samples: Stockholders’ Agreement (GAIN Capital Holdings, Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder each Shareholder may at any time transfer Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder Shareholder or group of Stockholders Shareholders and without compliance with Sections 3.04, 3.05 3.05, 4.01 and 4.01 4.02 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer Transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Samples: Shareholders’ Agreement (SMART Modular Technologies (WWH), Inc.)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 3.04 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of and become a party to this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Merrill Corp)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 3.05, and 4.01 3.06 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Charles River Laboratories International Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder Shareholder may at any time transfer Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder Shareholder or group of Stockholders Shareholders and without compliance with Sections 3.04, 3.05 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) in the transfer to such Permitted Transferee is not in violation form of applicable federal or state securities laws.Exhibit A attached hereto. WEST\247242627. 2
Appears in 1 contract
Samples: Shareholders’ Agreement (Drivetime Automotive Group Inc)
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 3.4 and 4.01 4.1 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Donaldson Lufkin & Jenrette Inc /Ny/)
Permitted Transferees. (a) Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer Transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 3.05, 4.01, 4.02 and 4.01 4.03 so long as (ai) such Permitted Transferee shall will have agreed in writing to be bound by the terms of this Agreement in the form of Exhibit D attached hereto and (bii) the transfer Transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Permitted Transferees. Notwithstanding anything in this Agreement to the contrary, any Stockholder may at any time transfer any or all of its Company Securities to one or more of its Permitted Transferees without the consent of the Board or any other Stockholder or group of Stockholders and without compliance with Sections 3.04, 3.05 3.04 and 4.01 so long as (a) such Permitted Transferee shall have agreed in writing to be bound by the terms of this Agreement and (b) the transfer to such Permitted Transferee is not in violation of applicable federal or state securities laws.
Appears in 1 contract
Samples: Investors' Agreement (Thermadyne Holdings Corp /De)