Common use of Transfer of Executive Units Clause in Contracts

Transfer of Executive Units. Executive shall not, directly or indirectly, transfer, sell, assign, pledge, offer or otherwise dispose of any interest in any Executive Units (a "Transfer") except pursuant to (i) Section 1.2 , Section 1.3, Section 1.4(c), Section 1.4(d) or Section 1.4(e) hereof, (ii) Section 3(a) (participation rights), Section 3(c) (permitted transfers) and Section 5 (sale of the company) of the Securityholders Agreement, or (iii) a Public Sale (clauses (i) through (iii) collectively referred to herein as "Exempt Transfers"). Prior to effecting any Transfer of Executive Units (other than (y) to Holdings, to any Other Senior Manager or to the Investors or (z) in connection with a Public Sale or Sale of the Company), Executive shall obtain from each transferee their written agreement to be bound by the provisions of Section 1.4 of this Agreement for the benefit of Holdings, the Other Senior Managers and the Investors.

Appears in 3 contracts

Samples: Senior Management Agreement (Coinmach Corp), Senior Management Agreement (Appliance Warehouse of America Inc), Senior Management Agreement (Coinmach Corp)

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Transfer of Executive Units. Executive shall not, directly or indirectly, transfer, sell, assign, pledge, offer or otherwise dispose of any interest in any Executive Units (a "Transfer") except pursuant to (i) Section 1.2 1.2, Section 1.3, Section 1.4(c), Section 1.4(d) or Section 1.4(e) hereof, (ii) Section 3(a) (participation rights), Section 3(c) (permitted transfers) and Section 5 (sale of the company) of the Securityholders Agreement, or (iii) a Public Sale (clauses (i) through (iii) collectively referred to herein as "Exempt Transfers"). Prior to effecting any Transfer of Executive Units (other than (y) to Holdings, to any Other Senior Manager or to the Investors or (z) in connection with a Public Sale or Sale of the CompanySignificant Sale), Executive shall obtain from each transferee their written agreement to be bound by the provisions of Section 1.4 of this Agreement for the benefit of Holdings, the Other Senior Managers and the Investors.

Appears in 1 contract

Samples: Senior Management Agreement (Coinmach Laundry Corp)

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Transfer of Executive Units. Executive shall not, directly or indirectly, transfer, sell, assign, pledge, offer or otherwise dispose of any interest in any Executive Units (a "Transfer") except pursuant to (i) Section 1.2 1.2, Section 1.3, Section 1.4(c), Section 1.4(d) or Section 1.4(e) hereof, (ii) Section 3(a) (participation rights), Section 3(c) (permitted transfers) and Section 5 (sale of the companyHoldings) of the Securityholders Agreement, or (iii) a Public Sale (clauses (i) through (iii) collectively referred to herein as "Exempt Transfers"). Prior to effecting any Transfer of Executive Units (other than (y) to Holdings, to any Other Senior Manager or to the Investors or (z) in connection with a Public Sale or Sale of the CompanySignificant Sale), Executive shall obtain from each transferee their written agreement to be bound by the provisions of Section 1.4 of this Agreement for the benefit of Holdings, the Other Senior Managers and the Investors.

Appears in 1 contract

Samples: Senior Management Agreement (Coinmach Corp)

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