Transfer of DBV Securities Sample Clauses

Transfer of DBV Securities. 7 3.1 Undertaking to retain Securities held by Managers 7 3.2 Undertaking to retain Securities held by the FSI 8 3.3 Free transfers 8 Article 4. Undertakings by Managers 8 Article 5. Right of the FSI to Audit 8 Article 6. Intellectual Property 8 Article 7. Term of the Agreement 9 Article 8. Notifications 9 Article 9. Applicable Law and Jurisdiction 10 Article 10. Enforcement 10 Article 11. General Stipulations 10 11.1 Confidentiality 10 11.2 Entire agreement between the Parties 10 11.3 Where provision of Agreement void 10 11.4 Agreement to prevail between Parties 11 11.5 Transfer 11 SHAREHOLDERS’ AGREEMENT BETWEEN: Fonds Stratégique d’Investissement, a limited company registered in the Trade and Companies Register of Paris under number 000 000 000, having its head office at 00, xxx xx Xxxxx, 00000 Xxxxx, represented by Xxxxxx Xxxxxxxxx and Xxxxxx Xxxxxxx, duly authorized for the purposes hereof, Hereinafter the “FSI,” OF THE FIRST PART, Pierre-Xxxxx XXXXXXXX, born in Casablanca, Morocco, on June 27, 1955, of French nationality, residing at 00 xxxxxx xx Xxxxxxx, 00000 Xxxxx, OF THE SECOND PART, PHYS Participations, a simplified joint-stock company having its head office at 000 xxxxxx Xxxxxx Xxxx, 92100 Boulogne Billancourt, registered in the trade and companies register of Nanterre under number 448 614 214, represented by Xx. Xxxxxxxx, duly authorized for the purposes hereof, hereinafter “PHYS,” OF THE THIRD PART, Xxxxxxxx XXXXXX, born in Marrakech, Morocco, on January 14, 1952, of French nationality, residing at 46 avenue Xxxxx Xxxxx, 13100 Aix en Provence, OF THE FOURTH PART, DBCS Participations, a simplified joint-stock company having its head office at 000 xxxxxx Xxxxxx Xxxx, 92100 Boulogne Billancourt, registered in the trade and companies register of Nanterre under number 448 599 605, represented by Xx. Xxxxxx, duly authorized for the purposes hereof, hereinafter “DBCS,” OF THE FIFTH PART, The FSI, Pierre-Xxxxx XXXXXXXX, PHYS PARTICIPATIONS, Xxxxxxxx XXXXXX, and DBCS Participations are hereinafter referred to collectively as the “Parties” and individually as “Party.” Pierre-Xxxxx XXXXXXXX, PHYS, Xxxxxxxx XXXXXX, and DBCS are hereinafter referred to collectively as “Managers.” IN THE PRESENCE OF: DBV Technologies, a limited company registered in the trade and companies register of Nanterre under number 441 772 522, having its head office at Green Square, Bâtiment D, 00-00, xxx xxx Xxxxxxxx, 00000 Xxxxxxx, represented by Pierre Xxxxx Xxxxxxxx, acting in...
Sample 1
AutoNDA by SimpleDocs
Transfer of DBV Securities. 3.1 Undertaking to retain Securities held by Pierre-Xxxxx Xxxxxxxx and Xxxxxxxx Xxxxxx
Sample 1

Related to Transfer of DBV Securities

  • Transfer of Registrable Securities Notwithstanding anything to the contrary contained herein, except in the case of (i) a transfer to the Corporation, (ii) a transfer by any Original Equity Owner Party or any of its Affiliates to its respective equityholders, (iii) a Public Offering, (iv) a sale pursuant to Rule 144 after the completion of the IPO or (v) a transfer in connection with a sale of the Corporation, prior to transferring any Registrable Securities to any Person (including, without limitation, by operation of law), the transferring Holder shall cause the prospective transferee to execute and deliver to the Corporation a Joinder agreeing to be bound by the terms of this Agreement. Any transfer or attempted transfer of any Registrable Securities in violation of any provision of this Agreement shall be void, and the Corporation shall not record such transfer on its books or treat any purported transferee of such Registrable Securities as the owner thereof for any purpose.

  • Transfer of Notes (a) Each Holder may Transfer up to 49% (in the aggregate) of its beneficial interest in its Note whether or not the related transferee is a Qualified Transferee without a Rating Agency Confirmation. Each Holder shall not Transfer more than 49% (in the aggregate) of its beneficial interest in its Note unless (i) prior to a Securitization of any Note, the other Holder has consented to such Transfer, in which case the related transferee shall thereafter be deemed to be a “Qualified Transferee” for all purposes under this Agreement, (ii) after a Securitization of any Note, a Rating Agency Confirmation has been received with respect to such Transfer, in which case the related transferee shall thereafter be deemed to be a “Qualified Transferee” for all purposes under this Agreement, (iii) such Transfer is to a Qualified Transferee, or (iv) such Transfer is in connection with a sale by a Securitization trust. Any such transferee must assume in writing the obligations of the transferring Holder hereunder and agree to be bound by the terms and provisions of this Agreement and the Servicing Agreement. Such proposed transferee (except in the case of Transfers that are made in connection with a Securitization) shall also remake each of the representations and warranties contained herein for the benefit of the other Holder. Notwithstanding the foregoing, without the non-transferring Holder’s prior consent (which will not be unreasonably withheld), and, if such non-transferring Holder’s Note is in a Securitization, without a Rating Agency Confirmation from each Rating Agency that has been engaged by the Depositor to rate the securities issued in connection with such Securitization, no Holder shall Transfer all or any portion of its Note to the Borrower or an Affiliate of the Borrower and any such Transfer shall be absolutely null and void and shall vest no rights in the purported transferee.

  • Transfer of Restricted Securities (a) Restricted Securities are transferable only pursuant to (i) Public Offerings, (ii) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iii) subject to the conditions specified in clause (b) below, any other legally available means of transfer.

  • Transfer of Equity Interest Upon each exercise of the Option under this Agreement:

  • Transfer of Subject Securities 2.1 Transferee of Subject Securities to be Bound by this Agreement. Stockholder agrees that, during the period from the date of this Agreement through the Expiration Date, Stockholder shall not cause or permit any Transfer of any of the Subject Securities to be effected unless each Person to which any of such Subject Securities, or any interest in any of such Subject Securities, is or may be transferred shall have: (a) executed a counterpart of this Agreement and a proxy in the form attached hereto as Exhibit A (with such modifications as Parent may reasonably request); and (b) agreed to hold such Subject Securities (or interest in such Subject Securities) subject to all of the terms and provisions of this Agreement.

  • Transfer of Units 10.3.1 Units may be transferred only in the manner described in Article 9.2. The transfer of any Units and the admission of any new Partner shall not constitute an amendment to this Agreement.

  • Transfer of Membership Interests (a) The Member may transfer its Membership Interest, in whole but not in part, but the transferee shall not be admitted as a Member except in accordance with Section 6.07. Until the transferee is admitted as a Member, the Member shall continue to be the sole member of the Company (subject to Section 1.02) and to be entitled to exercise any rights or powers of a Member of the Company with respect to the Membership Interest transferred.

  • Transfer of Interests The Member may sell, assign, pledge, encumber, dispose of or otherwise transfer all or any part of the economic or other rights that comprise its Interest. The transferee shall have the right to be substituted for the Member under this Agreement for the transferor if so determined by the Member. No Member may withdraw or resign as Member except as a result of a transfer pursuant to this Section 7 in which the transferee is substituted for the Member. None of the events described in Section 18-304 of the Act shall cause the Member to cease to be a Member of the Company.

  • Registration and Transfer of Limited Partner Interests (a) The General Partner shall keep or cause to be kept on behalf of the Partnership a register in which, subject to such reasonable regulations as it may prescribe and subject to the provisions of Section 4.5(b), the Partnership will provide for the registration and transfer of Limited Partner Interests.

  • Transfer of Membership Interest The Sole Member may Transfer any part or all of its rights and interest (including, but not limited to, its Capital Account) in the Company (each a “Membership Interest”) now owned or hereafter acquired to any Person, and the transferee of such Membership Interest shall become a Member of the Company.

Time is Money Join Law Insider Premium to draft better contracts faster.