Prohibition on Transfers to Competitors Sample Clauses

Prohibition on Transfers to Competitors. Each Purchaser agrees that it shall not sell any of its respective Preferred Shares or Ordinary Shares to any company, individual or other Person whose primary business is on-line dating, unless such sale is approved by the Board of Directors (including the affirmative vote of the Preferred Director).
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Prohibition on Transfers to Competitors. The transfer of any Notes to any Competitor is prohibited, and by acceptance of any transferred Note the transferee shall be deemed to represent that it is not a Competitor.
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Prohibition on Transfers to Competitors. An Investor shall not transfer or dispose any of its interest in any Series A Shares or any Ordinary Shares issued upon conversion thereof for a period of twelve (12) months following the Closing (as defined in the Subscription Agreement), provided, however, that this restriction shall not apply to transfers by the Investor to any of its Affiliates. Thereafter, an Investor may transfer or dispose of its interests in any Series A Shares or any Ordinary Shares issued upon conversion thereof, to any person other than a person directly or indirectly conducting, or who directly or indirectly owns more than thirty percent (30%) interest in, a business that the Investor knows to be a direct competitor of the Company (a “Competitor”) or to any third party acting on behalf of such Competitor. An Investor transferring or disposing of any Series A Shares or Ordinary Shares issued upon conversion thereof shall give the Key Shareholders a right of first refusal, to which Section 4.2(b) shall apply mutatis mutandis as if the Investor were the Selling Shareholder and the Key Shareholders were the Holder thereunder.
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Prohibition on Transfers to Competitors. Notwithstanding anything in this Agreement to the contrary, no DLJ Investor shall transfer in a private transaction any Stock or Notes to a direct competitor of a material portion of the Company's and its Subsidiaries' business, unless such transfer is approved by the Board of Directors.
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Prohibition on Transfers to Competitors. Notwithstanding any provision hereof to the contrary, the Shareholders (and any of their Permitted Transferees) covenant and agree that they shall not, directly or indirectly, transfer any of their Shares or any interest therein to any Person that alone, together or in association with others, either as a principal, agent, owner, shareholder, officer, director, partner, employee, manager, member, lender, investor or in any other capacity, engages in, has a financial interest in or is in any way connected or affiliated with, or renders advice or services to, any Person that then competes with the Companies or the Buyer, without the prior approval of Buyer.
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Related to Prohibition on Transfers to Competitors

  • Prohibition on Transfer The Participant recognizes and agrees that all Granted Shares which are subject to the Lapsing Repurchase Right may not be sold, transferred, assigned, hypothecated, pledged, encumbered or otherwise disposed of, whether voluntarily or by operation of law, other than to the Company (or its designee). However, the Participant, with the approval of the Administrator, may transfer the Granted Shares for no consideration to or for the benefit of the Participant’s Immediate Family (including, without limitation, to a trust for the benefit of the Participant’s Immediate Family or to a partnership or limited liability company for one or more members of the Participant’s Immediate Family), subject to such limits as the Administrator may establish, and the transferee shall remain subject to all the terms and conditions applicable to this Agreement prior to such transfer and each such transferee shall so acknowledge in writing as a condition precedent to the effectiveness of such transfer. The term “Immediate Family” shall mean the Participant’s spouse, former spouse, parents, children, stepchildren, adoptive relationships, sisters, brothers, nieces and nephews and grandchildren (and, for this purpose, shall also include the Participant. The Company shall not be required to transfer any Granted Shares on its books which shall have been sold, assigned or otherwise transferred in violation of this Subsection 2.1(e), or to treat as the owner of such Granted Shares, or to accord the right to vote as such owner or to pay dividends to, any person or organization to which any such Granted Shares shall have been so sold, assigned or otherwise transferred, in violation of this Subsection 2.1(e).

  • Limitation on Transfer The Option shall be exercisable only by the Participant or the Participant’s Permitted Transferee(s), as determined in accordance with the terms of the Plan (including without limitation the requirement that the Participant obtain the prior written approval by the Committee of any proposed Transfer to a Permitted Transferee during the lifetime of the Participant). Each Permitted Transferee shall be subject to all the restrictions, obligations, and responsibilities as apply to the Participant under the Plan and this Stock Option Grant Agreement and shall be entitled to all the rights of the Participant under the Plan, provided that in respect of any Permitted Transferee which is a trust or custodianship, the Option shall become exercisable and/or expire based on the Employment and termination of Employment of the Participant. All Shares obtained pursuant to the Option granted herein shall not be transferred except as provided in the Plan and, where applicable, the Management Investor Rights Agreement.

  • Restriction on Transfers No Partner shall Transfer or attempt to Transfer any of the Partnership Interests now owned or hereafter acquired by such Partner except to an Authorized Transferee of such Partner in accordance with this Agreement. In the event of any purported or attempted Transfer of Partnership Interests that does not comply with this Agreement, the purported transferee or successor by operation of law shall not be deemed to be a Partner of the Partnership for any purpose and shall not be entitled to any of the rights of a Partner of the Partnership, including, without limitation, the right to vote the Partnership Interests or to receive a certificate for Partnership Interests or any distributions of any kind on or with respect to Partnership Interests. Any purported or attempted Transfer of Partnership Interests made other than in accordance with the provisions of this Agreement shall be void ab initio and the last holder of record who acquired such Partnership Interests in a manner not contrary to the provisions of this Agreement shall be recognized as the holder of such Partnership Interests for all purposes and the Partnership Interests shall continue to be treated as Partnership Interests for all purposes under this Agreement, shall be deemed owned by such recognized holder for purposes of the operation of this Agreement and shall continue to be subject to the terms of this Agreement. The substitution of a trustee of a Partner shall not be prohibited by this Section 8.2, provided that the substitute trustee has executed and delivered to the Partnership a counterpart of this Agreement agreeing to be subject to the restrictions and obligations of a Partner hereunder and to hold all Partnership Interests then owned or later acquired by such Partner in accordance with the terms of this Agreement.

  • Restriction on Transfer This Warrant and the rights granted to the holder hereof are transferable, in whole or in part, upon surrender of this Warrant, together with a properly executed assignment in the form attached hereto, at the office or agency of the Company referred to in Paragraph 7(e) below, provided, however, that any transfer or assignment shall be subject to the conditions set forth in Paragraph 7(f) hereof and to the applicable provisions of the Securities Purchase Agreement. Until due presentment for registration of transfer on the books of the Company, the Company may treat the registered holder hereof as the owner and holder hereof for all purposes, and the Company shall not be affected by any notice to the contrary. Notwithstanding anything to the contrary contained herein, the registration rights described in Paragraph 8 are assignable only in accordance with the provisions of that certain Registration Rights Agreement, dated June 30, 2006, by and among the Company and the other signatories thereto (the “Registration Rights Agreement”).

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