Restrictions on Sale or Transfer of Shares. (a) The Grantee agrees that he or she shall not sell, transfer, pledge, donate, assign, mortgage, hypothecate or otherwise encumber the Shares underlying the Option unless the Shares are registered under the Securities Act of 1933, as amended (the “Securities Act”), or the Company is given an opinion of counsel reasonably acceptable to the Company that such registration is not required under the Securities Act.
Restrictions on Sale or Transfer of Shares. The Grantee agrees that the Grantee will not sell, transfer, pledge, donate, assign, mortgage, hypothecate or otherwise encumber the shares of Company Stock underlying the Option unless the shares of Company Stock are registered under the Securities Act of 1933, as amended (the "Securities Act"), or the Company is given an opinion of counsel reasonably acceptable to the Company that such registration is not required under the Securities Act. In consideration for this Option grant, the Grantee agrees to be bound by the Company's policies, including, but not limited to the Xxxxxxx Xxxxxxx Policy, Anti-Hedging and Clawback Policies, and understands that there may be certain times during the year that the Grantee will be prohibited from selling, transferring, donating, assigning, mortgaging, hypothecating or otherwise encumbering the Company securities.
Restrictions on Sale or Transfer of Shares. (a) The Grantee will not sell, transfer, pledge, donate, assign, mortgage, hypothecate or otherwise encumber the shares of Restricted Stock underlying this Agreement unless the shares are registered under the 1933 Act, or Tivity Health is given an opinion of counsel reasonably acceptable to Tivity Health that such registration is not required under the 1933 Act.
Restrictions on Sale or Transfer of Shares. LEGEND. The Claremont common stock to be issued hereunder will not have been registered under the Securities Act of 1933, as amended (the "Securities Act") or the blue sky laws of any state by reason of their contemplated issuance in a transaction exempt from the registration and prospectus delivery requirements of the Securities Act and of such state laws. Such shares may not be sold, transferred, or otherwise disposed of without registration under the Securities Act and such state laws or an exemption therefrom and an opinion of counsel to such effect and satisfactory to Claremont shall have been delivered to Claremont. The certificates representing the Claremont common stock shall contain substantially the following legend: "THE SHARES REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER ANY STATE SECURITIES LAWS. NEITHER SUCH SHARES NOR ANY PORTION THEREOF OR INTEREST THEREIN MAY BE SOLD, ASSIGNED, TRANSFERRED, PLEDGED OR OTHERWISE DISPOSED OF UNLESS THE SAME IS REGISTERED UNDER SAID ACT AND APPLICABLE STATE SECURITIES LAWS OR UNLESS AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE AND THE CORPORATION SHALL HAVE RECEIVED EVIDENCE OF SUCH EXEMPTION SATISFACTORY TO THE CORPORATION (WHICH MAY INCLUDE, AMONG OTHER THINGS, AN OPINION OF COUNSEL SATISFACTORY TO THE CORPORATION)."
Restrictions on Sale or Transfer of Shares. 6.1 No Ordinary Shares held by the Parties, or any interest therein, or the SFKT's Option, shall be sold, assigned, transferred pledged, hypothecated or otherwise encumbered or disposed of, directly or indirectly, except in accordance with the provisions of this Shareholders Agreement and by any applicable law.
Restrictions on Sale or Transfer of Shares. Subject to the exceptions set forth in Section 4.04, Emerson shall not, and shall not permit its Subsidiaries to, Transfer axx Xxxxes purchased pursuant to the Acquisition Agreement:
Restrictions on Sale or Transfer of Shares. (a) Unless otherwise provided herein, the Participant may not sell or otherwise transfer the Shares issued to him or her at vesting of the Units prior to the second anniversary of the respective vesting date, or such other period as is required to comply with the minimum mandatory holding period applicable to French-qualified Restricted Stock Units to benefit from the special tax and social security regime.
Restrictions on Sale or Transfer of Shares. The Grantee will not sell, transfer, pledge, donate, assign, mortgage, hypothecate or otherwise encumber the shares underlying this grant unless the shares are registered under the Securities Act of 1933, as amended (the "Securities Act"), or the Company is given an opinion of counsel reasonably acceptable to the Company that such registration is not required under the Securities Act. The Grantee agrees to be bound by the Company's policies regarding the limitations on the transfer of the shares subject to this grant after the expiration of the Restriction Period, and understands that there may be certain times during the year that the Grantee will be prohibited from selling, transferring, pledging, donating, assigning, mortgaging, hypothecating or otherwise encumbering the shares.
Restrictions on Sale or Transfer of Shares. Neither record title nor beneficial ownership of any Shares may be sold, assigned, pledged or transferred whether voluntarily or by operation of law, except in accordance with this Agreement. Any purported transfer in violation of this Agreement shall be void and of no effect, and shall not operate to transfer any interest or title in the purported transferee. Such purported transfer shall give the Company an option to purchase all such Shares purported to be transferred in accordance with this Agreement. Notwithstanding anything in this Agreement to the contrary, the Partnership may transfer all or any portion of the Shares to any current or future partner (“Partner”) of the Partnership. Any portion of the Shares so transferred to a Partner shall no longer be subject to the Put Option provisions of this Agreement, but shall remain subject to the Company’s right to purchase the Shares in accordance with the terms hereof.
Restrictions on Sale or Transfer of Shares
