Common use of Restriction on Transfer, Proxies and Non Clause in Contracts

Restriction on Transfer, Proxies and Non. INTERFERENCE. During the Option Period, except as required by this Agreement, such Stockholder shall not, directly or indirectly without the consent of Sub: (A) offer for sale, sell, transfer, tender, pledge, encumber, assign or otherwise dispose of, or enter into any contract, option or other arrangement or understanding with respect to or consent to the offer for sale, sale, transfer, tender, pledge, encumbrance, assignment or other disposition of, any or all of such Stockholder's Shares, Options or any interest therein, (B) grant any proxies of powers of attorney, deposit any Shares into a voting trust or enter into a voting agreement with respect to any Shares, or (C) exercise any of his Options (except to prevent the impending expiration thereof), or (D) take any action that could reasonably be expected to have the effect of preventing or disabling such Stockholder from performing such Stockholder's obligations under this Agreement, except in the case of clause (A) or (D) any transfer of Shares that occurs by operation of law.

Appears in 3 contracts

Samples: Stockholders Agreement (Nortek Inc), Stockholders Agreement (Ply Gem Industries Inc), Stockholders Agreement (Snyder Dana R)

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Restriction on Transfer, Proxies and Non. INTERFERENCE. During the Option Period, except as required by this Agreement, such Stockholder shall not, directly or indirectly without the consent of Sub: (A) offer for sale, sell, transfer, tender, pledge, encumber, assign or otherwise dispose of, or enter into any contract, option or other arrangement or understanding with respect to or consent to the offer for sale, sale, transfer, tender, pledge, encumbrance, assignment or other disposition of, any or all of such Stockholder's Shares, Options or any interest therein, (B) grant any proxies of powers of attorney, deposit any Shares into a voting trust or enter into a voting agreement with respect to any Shares, or (C) exercise any of his Options (except to prevent the impending expiration thereof), or (D) take any action that could reasonably be expected to have the effect of preventing or disabling such Stockholder from performing such Stockholder's obligations under this Agreement, except in the case of clause (A) or (D) any transfer of Shares that occurs by operation of law.obligations

Appears in 1 contract

Samples: Stockholders Agreement (Atrium Pg Acquisition Corp)

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