Restrictions on Disposition of Shares. Notwithstanding any Plan provision or Agreement provision to the contrary, the Holder shall make no disposition of the Shares, unless and until there is compliance with all of the following requirements: (i) The Holder shall have provided the Company with a written summary of the terms and conditions of the proposed disposition; (ii) The Holder shall have complied with all requirements of this Agreement applicable to the disposition of the Shares; (iii) The Holder shall have provided the Company with written assurances, in form and substance satisfactory to the Company, that all appropriate action necessary for compliance with the Company’s policy on securities trades and all applicable federal and state securities laws (including Rule 144) has been taken; and (iv) Such disposition does not violate the terms and conditions set forth in this Agreement. The Company shall not be required (x) to transfer on its books any Shares which have been sold or transferred in violation of the provisions of this Agreement or (y) to treat as the owner of the Shares, or otherwise to accord voting, dividend or liquidation rights to, any transferee to whom the Shares have been transferred in contravention of the Plan or this Agreement.
Appears in 5 contracts
Samples: Restricted Stock Award Agreement (Ecotality, Inc.), Restricted Stock Award Agreement (Ecotality, Inc.), Restricted Stock Award Agreement (Ecotality, Inc.)
