Common use of Rights and Obligations of Transferees Clause in Contracts

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Shares to any Permitted Transferee (other than a Stockholder), which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the Transferee of such Restricted Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Shares the Transferor’s obligations under this Agreement and become a party to this Agreement for such purpose, and any other agreement or instrument executed and delivered by such Transferor in respect of the Restricted Shares. (b) Upon any Transfer of Restricted Shares to any Permitted Transferee (other than a Stockholder), which Transfer is otherwise in compliance herewith, the Permitted Transferee shall, upon such Transfer, assume all rights held by the Transferor at the time of the Transfer with respect to such Restricted Shares, provided that no Permitted Transferee (other than any Affiliate of a Sponsor) shall acquire any of the rights provided in Article III hereof by reason of such Transfer.

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Common Shares to any Permitted Transferee (other than a Stockholder), which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the Transferee of such Restricted Common Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Common Shares the Transferor’s obligations under this Agreement and become a party to this Agreement for such purpose, and any other agreement or instrument executed and delivered by such Transferor transferor in respect of the Restricted Common Shares. (b) Upon any Transfer of Restricted Common Shares to any Permitted Transferee (other than a Stockholder), which Transfer is otherwise in compliance herewith, the Permitted Transferee transferee shall, upon such Transfer, assume all rights held by the Transferor at the time of the Transfer with respect to such Restricted Common Shares, provided that no Permitted Transferee (other than any Affiliate of a Sponsor) shall acquire any of the rights provided in Article III hereof by reason of such Transfer. (c) The provisions of this Section 4.06 shall not apply to Transfers to those Permitted Transferees described in clause (ii) of the definition of “Permitted Transferee.”

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Shares Securities to any Permitted Transferee (other than of a Stockholder)Shareholder, which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the such Transferee of such Restricted Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Shares Securities the Transferor’s transferor's obligations under this Agreement and become a party to this Agreement for such purposepurpose and makes the representations and warranties set forth in Article II of this Agreement, and any other agreement or instrument executed and delivered by such Transferor transferor in respect of the Restricted SharesSecurities. (b) Upon any Transfer of Restricted Shares Securities to any Permitted Transferee (Person other than a Stockholder)Shareholder, which Transfer is otherwise in compliance herewith, the Permitted Transferee transferee shall, upon such Transfer, assume all rights held by the Transferor transferor at the time of the Transfer with respect to such Restricted SharesSecurities, provided that no Permitted Transferee (other than any Affiliate Permitted Transferee of a SponsorShareholder) shall acquire any of the rights provided in Article III hereof by reason of such Transfer. (c) Notwithstanding the foregoing, this Section 4.5 shall not apply to (i) any Transfer to the public under a Registration Statement, or (ii) any Transfer made pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended.

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Company Shares to any Permitted Transferee Person (other than a Stockholder), which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the Transferee of such Restricted Company Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Company Shares the Transferor’s obligations under this Agreement and become a party to this Agreement for such purpose, and any other agreement or instrument executed and delivered by such Transferor in respect of the Restricted Company Shares. (b) Upon any Transfer of Restricted Company Shares to any Permitted Transferee Person (other than a Stockholder), which Transfer is otherwise in compliance herewith, the Permitted Transferee shall, upon such Transfer, assume all rights held by the Transferor at the time of the Transfer with respect to such Restricted Company Shares, provided that no Permitted Transferee (other than any Affiliate of a Sponsor) shall acquire any of the rights provided in Article III Section 3.01 hereof by reason of such Transfer. (c) The provisions of this Section 4.06 shall not apply to (i) Transfers to those Persons described in clause (ii) of the definition of “Permitted Transferee” other than Transfers to such a Person by Co-Invest, Co-Invest II or Co-Invest III or (ii) Transfers pursuant to Section 4.01(a)(iv).

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Common Shares to any Permitted Transferee (other than a Stockholder), which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the Transferee of such Restricted Common Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Common Shares the Transferor’s obligations under this Agreement and become a party to this Agreement for such purpose, and any other agreement or instrument executed and delivered by such Transferor transferor in respect of the Restricted Common Shares. (b) Upon any Transfer of Restricted Common Shares to any Permitted Transferee (other than a Stockholder), which Transfer is otherwise in compliance herewith, the Permitted Transferee transferee shall, upon such Transfer, assume all rights held by the Transferor at the time of the Transfer with respect to such Restricted Common Shares, provided that no Permitted Transferee (other than any Affiliate of a Sponsor) shall acquire any of the rights provided in Article III hereof by reason of such Transfer. (c) The provisions of this Section 4.06 shall not apply to Transfers to those Permitted Transferees described in clause (ii) of the definition of “Permitted Transferee”.

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Shares Securities to any Permitted Transferee (other than of a Stockholder)Shareholder, which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the such Transferee of such Restricted Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Shares Securities the Transferortransferor’s obligations under this Agreement and become a party to this Agreement for such purposepurpose and makes the representations and warranties set forth in Article II of this Agreement, and any other agreement or instrument executed and delivered by such Transferor transferor in respect of the Restricted SharesSecurities. (b) Upon any Transfer of Restricted Shares Securities to any Permitted Transferee (Person other than a Stockholder)Shareholder, which Transfer is otherwise in compliance herewith, the Permitted Transferee transferee shall, upon such Transfer, assume all rights held by the Transferor transferor at the time of the Transfer with respect to such Restricted SharesSecurities, provided that no Permitted Transferee (other than any Affiliate Permitted Transferee of a SponsorShareholder) shall acquire any of the rights provided in Article III hereof by reason of such Transfer. (c) Notwithstanding the foregoing, this Section 4.5 shall not apply to (i) any Transfer to the public under a Registration Statement, or (ii) any Transfer made pursuant to Rule 144 promulgated under the Securities Act of 1933, as amended.

Rights and Obligations of Transferees. (a) Any Transfer of Restricted Company Shares to any Permitted Transferee (Person other than a Stockholder)Shareholder, which Transfer is otherwise in compliance herewith, shall be permitted hereunder only if the Transferee transferee of such Restricted Company Shares agrees in writing that it shall, upon such Transfer, assume with respect to such Restricted Company Shares the Transferortransferor’s obligations under this Agreement and become a party to this Agreement for such purpose, and any other agreement or instrument executed and delivered by such Transferor transferor in respect of the Restricted Company Shares. (b) Upon any Transfer of Restricted Company Shares to any Permitted Transferee (Person other than a Stockholder)Shareholder, which Transfer is otherwise in compliance herewith, the Permitted Transferee transferee shall, upon such Transfer, assume all rights held by the Transferor transferor at the time of the Transfer with respect to such Restricted Company Shares, provided that no Permitted Transferee (other than any Affiliate of a SponsorShareholder) shall acquire any of the rights provided in Article III hereof by reason of such Transfer, and provided further that no Transferee (other than any Affiliate of a Shareholder) shall be permitted to acquire any of the rights provided in Section 5.1 or 5.2 hereof unless such Transferee acquires at least 33 1/3% of the Initial Post-IPO Share Ownership of a Shareholder. (c) Notwithstanding the foregoing, Sections 4.5(a) and (b) shall not apply to any Transfer to (i) the public under a Registration Statement or Rule 144 under the Securities Act or (ii) any general or limited partner, member or stockholder of any Shareholder.