Common use of Stop Transfer Clause in Contracts

Stop Transfer. Stockholder agrees with, and covenants to, Parent and Acquisition that Stockholder will not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 7 contracts

Samples: Tender and Voting Agreement and Irrevocable Proxy (Msas Acquisition Corp), Tender and Voting Agreement and Irrevocable Proxy (Msas Acquisition Corp), Tender and Voting Agreement and Irrevocable Proxy (Msas Acquisition Corp)

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Stop Transfer. Stockholder agrees with, and covenants to, Parent and Acquisition that Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 4 contracts

Samples: Tender and Voting Agreement (DSP Communications Inc), Tender and Voting Agreement (Intel Corp), Tender and Voting Agreement (DSP Communications Inc)

Stop Transfer. Stockholder Each Shareholder agrees with, and covenants to, Parent and Acquisition Acquiror that Stockholder will such Shareholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any the Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 4 contracts

Samples: Voting and Support Agreement (Tannenhauser Robert), Voting and Support Agreement (BLC Financial Services Inc), Voting and Support Agreement (Allied Capital Corp)

Stop Transfer. Stockholder Shareholder agrees with, and covenants to, Parent and Acquisition Buyer that Stockholder will Shareholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (3 D Systems Corp), Tender and Voting Agreement (3 D Systems Corp), Tender and Voting Agreement (3 D Systems Corp)

Stop Transfer. Each Stockholder agrees with, and covenants to, Parent and Acquisition the Company that such Stockholder will shall not request that the Company Acquiror register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholders' Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Acquiror Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 2 contracts

Samples: Stockholders Agreement (Belo a H Corp), Stockholders Agreement (Providence Journal Co)

Stop Transfer. Stockholder Shareholder agrees with, and covenants to, ------------- Parent and Acquisition Buyer that Stockholder will Shareholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-split- up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 2 contracts

Samples: Tender and Voting Agreement (DTM Corp /Tx/), Tender and Voting Agreement (DTM Corp /Tx/)

Stop Transfer. Each Stockholder agrees with, and covenants to, Parent and Acquisition that such Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholders' Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 2 contracts

Samples: Stockholders Agreement (Providence Journal Co), Stockholders Agreement (Belo a H Corp)

Stop Transfer. Stockholder agrees with, and covenants to, Parent and Acquisition that Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreement. In 3 4 the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 2 contracts

Samples: Tender and Voting Agreement (Intel Corp), Tender and Voting Agreement (Intel Corp)

Stop Transfer. Each Stockholder agrees with, and covenants to, the Parent and Acquisition that such Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares Company Common Stock or the like, the term "SharesCompany Common Stock" shall be deemed to refer to and include the Shares Company Common Stock as well as all such stock dividends and distributions and any shares Company Common Stock into which or for which any or all of the Shares Company Common Stock may be changed or exchanged. 10.

Appears in 2 contracts

Samples: Stockholders Agreement Stockholders Agreement (Cable Car Beverage Corp), Stockholders Agreement Stockholders Agreement (Cable Car Beverage Corp)

Stop Transfer. Stockholder agrees The Shareholder agreed with, and covenants to, Parent and Acquisition Acquiror that Stockholder will it shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any the Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 2 contracts

Samples: Support and Indemnification Agreement (American States Financial Corp), Support and Indemnification Agreement (Lincoln National Corp)

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Stop Transfer. Stockholder Shareholder agrees with, and covenants to, ------------- Parent and Acquisition Buyer that Stockholder will Shareholder shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 1 contract

Samples: Tender and Voting Agreement (Proactive Finance Group LLC)

Stop Transfer. Stockholder agrees with, and covenants to, Parent and Acquisition Intel that Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares, unless such transfer is made pursuant to this Agreementexcept as permitted by Section 4(c)(i). In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 1 contract

Samples: Voting Agreement (Intel Corp)

Stop Transfer. Each Stockholder agrees with, and covenants to, Parent and Acquisition Access that such Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholders' Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 1 contract

Samples: Stockholders Agreement (Access Solutions International Inc)

Stop Transfer. Each Stockholder agrees with, and covenants to, the Parent and Acquisition that such Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares Company Common Stock or the like, the term "SharesCompany Common Stock" shall be deemed to refer to and include the Shares Company Common Stock as well as all such stock dividends and distributions and any shares Company Common Stock into which or for which any or all of the Shares Company Common Stock may be changed or exchanged.

Appears in 1 contract

Samples: Stockholders Agreement (Triarc Companies Inc)

Stop Transfer. Each Stockholder agrees with, and covenants to, Parent and Acquisition that such Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Shares, unless such transfer is made pursuant to in compliance with this AgreementAgreement (including the provisions of Section 2 hereof). In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged.

Appears in 1 contract

Samples: Stockholders Agreement (Homeowners Group Inc)

Stop Transfer. Each Stockholder agrees with, and covenants to, Parent and Acquisition that such Stockholder will shall not request that the Company register the transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any of such Stockholder's Shares, unless such transfer is made pursuant to in compliance with this Agreement. In the event of a stock dividend or distribution, or any change in the Company Common Stock by reason of any stock dividend, split-up, recapitalization, combination, exchange of shares or the like, the term "Shares" shall be deemed to refer to and include the Shares as well as all such stock dividends and distributions and any shares into which or for which any or all of the Shares may be changed or exchanged. 5.

Appears in 1 contract

Samples: Stockholders Agreement Agreement (Cuc International Inc /De/)

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