RESTRICTIONS ON THE TRANSFER OF SHARES a. Except as otherwise provided in Paragraphs 3b, 3c, 3d, 4, 11, 12, 14 and 15 of this Agreement, neither the Executive nor any of his transferees (direct or indirect, including without limitation the Executive's personal or legal representatives, successors and assigns) shall or may sell, exchange, deliver, assign, bequeath or give, pledge, mortgage, hypothecate or otherwise encumber, transfer or permit to be transferred, or otherwise dispose of, any or all of the Shares, whether voluntarily, involuntarily or by operation of law (including without limitation the laws of bankruptcy, intestacy, descent and distribution and succession).
RESTRICTIONS ON THE TRANSFER OF SHARES. 4.1. Clause VI of the Original Shareholders Agreement (Transfer of Shares) shall read as follows: CLAUSE VI - TRANSFER OF SHARES
RESTRICTIONS ON THE TRANSFER OF SHARES. The right to transfer shares of the Amalgamated Corporation shall be restricted in that no shares shall be transferred without either;
RESTRICTIONS ON THE TRANSFER OF SHARES. None of the Parties may sell, transfer, assign, secure by mortgage, engage, pledge, alienate, dispose of or affect in any manner whatsoever, its share in the Joint Venture, as well as any loans granted to the Joint Venture, without the written consent of the other Parties.
RESTRICTIONS ON THE TRANSFER OF SHARES. 4.1 Notwithstanding any provisions set forth in the Company's Articles of Organization or By-Laws, before any of the Shares may be sold, transferred, pledged or otherwise encumbered, including a transfer by operation of law (such as under the laws of intestacy or in accordance with a divorce decree), other than a transfer or pledge of Shares pursuant to Sections 10 and 11 of this Agreement, the holder of such Shares proposing such sale or transfer or his representative (the "Transferor") shall first give written notice thereof ---------- to the Company and each other Founder stating the proposed transferee, the number of Shares proposed to be transferred, the purchase price, if any, and the terms of the proposed transaction. The Company shall thereupon have the option, but not the obligation, to acquire some or all of the Shares proposed to be transferred at the Purchase Price provided in Section 6 (the "Purchase Price"). -------------- Within 30 days after the giving of such notice by the Transferor, the Company shall give written notice to the Transferor and to the other Founders stating whether or not it elects to exercise the option to purchase, the number of Shares, if any, it elects to purchase and a date and time (the "Closing Date") ------------ for consummation of the purchase no more than 90 days after the giving of such notice. Failure by the Company to give such notice within such time period shall be deemed an election by the Company not to exercise such option. The Transferor shall not be entitled to vote, either as a Stockholder or Director of the Company, in connection with the decision of the Company whether to exercise its option to purchase his Shares, provided that if his vote is required for valid corporate action he shall vote in accordance with the decision of the majority of the other Directors. If, however, the other Directors are split on whether to exercise the Company's option hereunder, the Founders may, by a vote of a majority of the Shares held by those Founders other than the Transferor, direct the Board to exercise the Company's option hereunder.
RESTRICTIONS ON THE TRANSFER OF SHARES. The Partners shall not sell, transfer, assign, secure by mortgage, engage, pledge, alienate, dispose of or affect in any manner whatsoever, their share in the Joint Venture, as well as any loans granted to the Joint Venture, without the written consent of the other Partner.
RESTRICTIONS ON THE TRANSFER OF SHARES. Except as expressly permitted by this Agreement, other than in connection with a Permitted Distribution, no Stockholder shall make, or directly or indirectly permit to be made, a sale, transfer, conveyance, assignment or other disposition (a "DISPOSITION") of any Shares held by such Stockholder. For purposes of this Agreement, a "
RESTRICTIONS ON THE TRANSFER OF SHARES. GENERAL PROVISIONS 9 Each Shareholder undertakes not to Transfer its Shares, in whole or in part, unless the provisions set out in this Chapter III, its sections and sub-sections have been observed.
RESTRICTIONS ON THE TRANSFER OF SHARES. (a) Except as otherwise provided in Sections 3(b), 4, 5 and 9 of this Agreement, neither the Stockholders nor any of the Stockholders’ permitted transferees may Transfer any or all of the Shares.
RESTRICTIONS ON THE TRANSFER OF SHARES. The Shareholders may not, directly or indirectly, Transfer any Bind Shares to this Agreement or sign any agreements with respect to the Transfer of such Shares and the Company may not register any Transfers of these Shares, except if such Transfer is made in accordance with the terms and conditions set forth in this Agreement, in particular the provisions of Clauses 2.4, 7.2 and 8.
