Common use of Transfer of Interests and Securities Clause in Contracts

Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Holder to sell, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes; provided, however, that from and after the date hereof until termination of this Agreement pursuant to the terms hereof (such period, the “Restricted Period”), no Consenting Holder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect, unless (a) the transferee is a Consenting Holder or (b) if the transferee is not a Consenting Holder prior to the Transfer, such transferee delivers to the Company, at or before the time of the proposed Transfer, an executed joinder to this Agreement in substantially the form of Exhibit E hereto (a “Joinder”). This Agreement shall in no way be construed to preclude the Consenting Holders from acquiring additional Notes; provided, however, that such additional Notes shall automatically and immediately upon acquisition by a Consenting Holder be deemed subject to all of the terms of this Agreement whether or not notice of such acquisition is given to the Company.

Appears in 1 contract

Samples: Restructuring and Plan Support Agreement (Reddy Ice Holdings Inc)

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Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Holder Noteholder to sell, borrow, lend, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes; , provided, however, that from and for a period commencing as of the date such Consenting Noteholder executes this Agreement until the earlier to occur of (i) the occurrence of a Consenting Noteholders’ Termination Event, (ii) the ACG Parties’ termination of this Agreement after the date hereof until occurrence of a Company Termination Event and (iii) any other termination of this Agreement pursuant to the terms hereof hereunder (such period, the “Restricted Period”), no Consenting Holder Noteholder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect, effect unless (a) the transferee is a Consenting Holder or (b) if the transferee is not a Consenting Holder prior to the Transfer, such transferee Transferee delivers to the CompanyConsenting Noteholder transferor and the ACG Parties, at or before prior to the time of the proposed Transfer, an executed joinder a written agreement containing, among other things, the provision set forth in Exhibit C attached hereto pursuant to this Agreement in substantially the form which such Transferee shall assume all obligations of Exhibit E hereto (a “Joinder”). This Agreement shall in no way be construed to preclude the Consenting Holders from acquiring additional NotesNoteholder transferor hereunder in respect of the Notes Transferred (such Transferee, if any, to also be a Consenting Noteholder hereunder; provided, however, that no such additional Notes Transferee shall automatically and immediately upon acquisition by a Consenting Holder be deemed subject to all of the terms of this Agreement whether or not notice of such acquisition is given to the Companybe an Initial Consenting Noteholder).

Appears in 1 contract

Samples: Consent Agreement (American Color Graphics Inc)

Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Holder Noteholder to sell, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes; , provided, however, that from for a period commencing as of the date such Consenting Noteholder executes this Agreement until the earlier to occur of (i) the occurrence of a Consenting Noteholders’ Termination Event, (ii) the Xxxxxx Parties’ and the ACG Parties’ termination of this Agreement after the date hereof until occurrence of a Company Termination Event and (iii) any other termination of this Agreement pursuant to the terms hereof set forth under Section 7 (such period, the “Restricted Period”), no Consenting Holder Noteholder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect, effect unless (a) the transferee is a Consenting Holder or (b) if the transferee is not a Consenting Holder prior to the Transfer, such transferee Transferee delivers to the CompanyConsenting Noteholder Transferor and the Companies, at or before prior to the time of the proposed Transfer, an executed joinder a written agreement containing, among other things, a provision substantially similar to this Agreement the provision set forth in substantially Exhibit C attached hereto pursuant to which such Transferee shall assume all obligations of the form Consenting Noteholder transferor hereunder in respect of Exhibit E hereto the Notes Transferred (such Transferee, if any, to also be a “Joinder”). This Agreement shall in no way be construed to preclude the Consenting Holders from acquiring additional Notes; provided, however, that such additional Notes shall automatically and immediately upon acquisition by a Consenting Holder be deemed subject to all of the terms of this Agreement whether or not notice of such acquisition is given to the CompanyNoteholder” hereunder) .

Appears in 1 contract

Samples: Agreement (Vertis Inc)

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Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Holder Noteholder to sell, borrow, lend, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes; provided, however, that from and for a period commencing as of the date such Consenting Noteholder executes this Agreement until the earlier to occur of (i) the occurrence of a Consenting Noteholders’ Termination Event, (ii) Xxxxxx’x termination of this Agreement after the date hereof until occurrence of a Company Termination Event and (iii) any other termination of this Agreement pursuant to the terms hereof hereunder (such period, the “Restricted Period”), no Consenting Holder Noteholder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect, effect unless (a) the transferee is a Consenting Holder or (b) if the transferee is not a Consenting Holder prior to the Transfer, such transferee Transferee delivers to the CompanyConsenting Noteholder transferor and Callon, at or before prior to the time of the proposed Transfer, an executed joinder a written agreement pursuant to this Agreement in substantially the form which such transferee shall assume all obligations of Exhibit E hereto (a “Joinder”). This Agreement shall in no way be construed to preclude the Consenting Holders from acquiring additional Notes; providedNoteholder transferor hereunder in respect of the Notes Transferred (such Transferee, howeverif any, that such additional Notes shall automatically and immediately upon acquisition by to also be a Consenting Holder be deemed subject to all of the terms of this Agreement whether or not notice of such acquisition is given to the CompanyNoteholder hereunder).

Appears in 1 contract

Samples: Consent Agreement (Callon Petroleum Co)

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