Restrictions on Transfer of Subject Securities and Voting Rights Clause Samples
The "Restrictions on Transfer of Subject Securities and Voting Rights" clause limits the ability of parties to sell, assign, or otherwise transfer their ownership interests or associated voting rights in certain securities. Typically, this clause outlines specific conditions under which transfers are permitted, such as requiring prior written consent from other parties or compliance with regulatory requirements. By imposing these restrictions, the clause helps maintain control over the ownership structure and decision-making power within the entity, preventing unwanted or unauthorized changes in control.
Restrictions on Transfer of Subject Securities and Voting Rights. 2.1 Restriction on Transfer of Subject Securities. During the period commencing on the date of this Agreement and ending on the Proxy Expiration Date, Stockholder shall not, directly or indirectly, cause or permit any Transfer of any of the Subject Securities to be effected, and any purported Transfer of any of the Subject Securities in violation of this Section 2.1 shall be void ab initio; provided, however, that Stockholder may Transfer Shares to a (i) to a family member or trust for estate planning purposes, provided the transferee has agreed in writing to be bound by the terms of this Agreement (including by granting a proxy as contemplated hereby) and all of the Other Agreements to which Stockholder is a party and to hold such Shares subject to all the terms and provisions of this Agreement and such Other Agreements; (ii) to a personal representative or executor of Stockholder in the event of his death, provided the transferee has agreed in writing to be bound by the terms of this Agreement (including by granting a proxy as contemplated hereby) and to hold such Shares subject to all the terms and provisions of this Agreement; and (iii) pursuant to, and in accordance with, the terms of Stockholder’s 10b5-1 plan or arrangement with the Company, if any, as in effect as of the date of this Agreement.
Restrictions on Transfer of Subject Securities and Voting Rights