Common use of Restrictions Generally; Securities Act Clause in Contracts

Restrictions Generally; Securities Act. (a) Each Stockholder will not, directly or indirectly, Transfer any Restricted Securities except in accordance with the terms of this Agreement. An attempt by any Stockholder to Transfer any Restricted Securities not in accordance with the terms of this Agreement shall be null and void and neither the issuer of such securities nor any transfer agent of such securities shall give any effect to such attempted Transfer in its stock records. (b) Each Stockholder agrees that, in addition to the other requirements imposed herein relating to Transfer, it will not Transfer any Restricted Securities except pursuant to an effective registration statement under the Securities Act, or upon receipt by the Purchaser of an opinion of counsel to the Stockholder reasonably satisfactory to the Purchaser or, if agreed by the Board of Directors of the Purchaser, counsel to the Purchaser, to the effect that registration is not required because of the availability of an exemption from registration under the Securities Act.

Restrictions Generally; Securities Act. (a) Each Stockholder Shareholder agrees that it will not, directly or indirectly, not Transfer any Restricted Securities except Shares in accordance with the terms violation of this Agreement. An Any attempt by any Stockholder Shareholder to Transfer any Restricted Securities not Shares in accordance with the terms violation of this Agreement shall be null and void and neither the issuer of such securities nor any transfer agent of such securities shall give any effect to such attempted Transfer in its stock records. (b) Each Stockholder Shareholder agrees that, in addition to the other requirements imposed herein relating to TransferTransfer set forth in this Agreement, the Registration Rights Agreement and in each Shareholder’s respective Subscription Agreement, Purchase Agreement, Rollover Agreement or Restricted Stock Purchase Agreement, as applicable, it will not Transfer any Restricted Securities Shares except pursuant to an effective registration statement under the Securities Act, or or, unless waived by the Board, upon receipt by the Purchaser Company of an opinion of counsel to the Stockholder Shareholder reasonably satisfactory to the Purchaser or, if agreed by Company or a no-action letter from the Board of Directors of the Purchaser, counsel Commission addressed to the PurchaserCompany, to the effect that no registration statement is not required because of the availability of an exemption from registration under the Securities Act.

Restrictions Generally; Securities Act. (a) Each Stockholder agrees that it will not, directly or indirectly, Transfer any Restricted Securities except in accordance with the terms of this Agreement. An Any attempt by any Stockholder to Transfer any Restricted Securities not in accordance with the terms of this Agreement foregoing shall be null and void and neither the issuer of such securities nor any transfer agent of such securities shall give any effect to such attempted Transfer in its stock records. (b) Each Stockholder agrees that, in addition to the other requirements imposed herein relating to Transfer, it will not Transfer any Restricted Securities except pursuant to an effective registration statement under the Securities Act, or upon receipt by the Purchaser Company of an opinion of counsel to the Stockholder reasonably satisfactory to the Purchaser Company or, if agreed by the Board of Directors of the PurchaserBoard, counsel to the PurchaserCompany, or a no-action letter from the Commission addressed to the Company, to the effect that no registration statement is not required because of the availability of an exemption from registration under the Securities Act.

Restrictions Generally; Securities Act. (a) Each Stockholder agrees that it will not, directly or indirectly, Transfer any Restricted Securities except Shares in accordance with the terms violation of this Agreement. An Any attempt by any Stockholder to Transfer any Restricted Securities not Shares in accordance with the terms violation of this Agreement shall be null and void and neither the issuer of such securities nor any transfer agent of such securities shall give any effect to such attempted Transfer in its stock records. (b) Each Stockholder agrees that, in addition to the other requirements imposed herein relating to TransferTransfer set forth in this Agreement and in each Stockholder’s respective Subscription Agreement or Restricted Stock Purchase Agreement, as applicable, it will not Transfer any Restricted Securities Shares except pursuant to an effective registration statement under the Securities Act, or or, unless waived by the Board, upon receipt by the Purchaser Company of an opinion of counsel to the Stockholder reasonably satisfactory to the Purchaser or, if agreed by Company or a no-action letter from the Board of Directors of the Purchaser, counsel Commission addressed to the PurchaserCompany, to the effect that no registration statement is not required because of the availability of an exemption from registration under the Securities Act.

Restrictions Generally; Securities Act. (a) Each Management Stockholder agrees that it will not, directly or indirectly, Transfer any Restricted Securities except in accordance with the terms violation of this Agreement. An Any attempt by any Management Stockholder to Transfer any Restricted Securities not in accordance with the terms violation of this Agreement shall be null and void and neither the issuer of such securities nor any transfer agent of such securities shall give any effect to such attempted Transfer in its stock records. (b) Each Management Stockholder agrees that, in addition to the other requirements imposed herein relating to Transfer, that it will not Transfer any Restricted Securities except pursuant to an effective registration statement under the Securities Act, or or, unless waived by the Board, upon receipt by the Purchaser Company of an opinion of counsel to the Stockholder reasonably satisfactory to the Purchaser Company or, if agreed by the Board of Directors of the PurchaserBoard, counsel to the PurchaserCompany, or a no-action letter from the Commission addressed to the Company, to the effect that no registration statement is not required because of the availability of an exemption from registration under the Securities Act.