Common use of Transfer of Restricted Securities Clause in Contracts

Transfer of Restricted Securities. 4A. Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (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 Section 4B below, any other legally available means of transfer.

Appears in 3 contracts

Samples: Unit Purchase Agreement (GTCR Fund Vii Lp), Stock Purchase Agreement (GTCR Fund Vii Lp), The Stock Purchase Agreement (TNS Inc)

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Transfer of Restricted Securities. 4A. Each Purchaser acknowledges that Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule is available or rules are available and (iii) subject to the conditions specified in Section 4B subsection (A) below, any other legally available means of transfer.

Appears in 3 contracts

Samples: Unit Purchase Agreement (Ecollege Com), Share Purchase Agreement (Ecollege Com), Share Purchase Agreement (Ecollege Com)

Transfer of Restricted Securities. 4A. (a) Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in Section 4B 3(b) below, any other legally available means of transfer.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Racing Champions Corp), Securities Purchase Agreement (Racing Champions Corp)

Transfer of Restricted Securities. 4A. (a) Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in Section 4B 8.5(b) below, any other legally available means of transfer.

Appears in 2 contracts

Samples: Recapitalization Agreement (Kilovac International Inc), Recapitalization Agreement (Kilovac International Inc)

Transfer of Restricted Securities. 4A. (a) Notwithstanding any other condition to a Transfer set forth in this Agreement, Restricted Securities are transferable Transferable only pursuant to (iA) public offerings registered under the Securities Act, (iiB) Rule 144 or Rule 144A of the Securities and Exchange Commission SEC (or any similar rule or rules then in force) if such rule or rules are available is available, and (iiiC) subject to the conditions specified in Section 4B below9.6(b), any other legally available means of transferTransfer.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (ECPM Holdings, LLC), Limited Liability Company Agreement (ECPM Holdings, LLC)

Transfer of Restricted Securities. 4A. (a) Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (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 Section 4B clause (b) below, any other legally available means of transfer.

Appears in 2 contracts

Samples: Purchase Agreement (VeriFone Holdings, Inc.), Purchase Agreement (Synagro Technologies Inc)

Transfer of Restricted Securities. 4A. A. Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (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 is available, (iii) subject to the conditions specified in Section 4B Subsection B below, any other legally available means of transfer(iv) subject to Subsection D below, and (iv) subject to Subsection E below.

Appears in 2 contracts

Samples: Unit Purchase Agreement (Blue Rhino Corp), Registration Rights Agreement (Blue Rhino Corp)

Transfer of Restricted Securities. 4A. Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (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 Section SECTION 4B below, any other legally available means of transfer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Tsi Finance Inc)

Transfer of Restricted Securities. 4A. 3A. General Provisions. Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in Section 4B paragraph 3B below, any other legally available means of transfer.

Appears in 1 contract

Samples: Note Purchase Agreement (Gardenburger Inc)

Transfer of Restricted Securities. 4A. (a) Transferability. In addition to restrictions set forth in the Stockholders Agreement, Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in Section 4B 4(b) below, any other legally available means of transfer.

Appears in 1 contract

Samples: Exchange Agreement (Advantage Payroll Services Inc)

Transfer of Restricted Securities. 4A. (i) Restricted Securities are transferable only pursuant to (ia) public offerings registered under the Securities Act, (iib) Rule 144 of or Rule 144A under the Securities and Exchange Commission Act (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in Section 4B 8A(ii) below, any other legally available means of transfer.

Appears in 1 contract

Samples: Contribution and Exchange Agreement (Cinemark Usa Inc /Tx)

Transfer of Restricted Securities. 4A. 5A. Transfer of Restricted Securities. Restricted Securities are --------------------------------- transferable only pursuant to (ia) public offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if any such rule or rules are is available and (iiic) subject to the conditions specified in Section 4B paragraph 5B below, any other legally available means of transfer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Chippac LTD)

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Transfer of Restricted Securities. 4A. (i) Restricted Securities are transferable only pursuant to (ia) public offerings registered under the Securities Act, (iib) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available and (iiic) subject to the conditions specified in Section 4B clause (ii) below, any other legally available means of ----------- transfer.

Appears in 1 contract

Samples: Purchase Agreement (Zefer Corp)

Transfer of Restricted Securities. 4A. (i) Restricted Securities are transferable only pursuant to (ia) public offerings registered under the Securities Act, (iib) Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in Section 4B subparagraph 4(ii) below, any other legally available means of transfer.

Appears in 1 contract

Samples: Equity Subscription Agreement (Global Imaging Systems Inc)

Transfer of Restricted Securities. 4A. (i) Restricted Securities (as herein defined) are transferable only pursuant to (iA) public offerings registered under the Securities Act, (iiB) Rule 144 of the Securities and Exchange Commission Act (or any similar rule or rules then in force) if such rule or rules are is available and (iiiC) subject to the conditions specified in Section 4B below9(a)(ii) hereof, any other legally available means of transfer.

Appears in 1 contract

Samples: Amendment Agreement (Eagle Pacific Industries Inc/Mn)

Transfer of Restricted Securities. 4A. (a) Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (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 is available, (iii) the applicable terms and conditions of the Stockholders Agreement, and (iiiiv) subject to the conditions specified in Section 4B below, any other legally available means of transfer.

Appears in 1 contract

Samples: Stock Purchase Agreement (Cinemark Inc)

Transfer of Restricted Securities. 4A. (a) Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) pursuant to a public sale under Rule 144 of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are available is available, and (iii) subject to the conditions specified in Section 4B paragraph (b) below, any other legally available means of transfer.

Appears in 1 contract

Samples: Stockholders Agreement (Universal Stainless & Alloy Products Inc)

Transfer of Restricted Securities. 4A. (i) Restricted Securities are transferable only pursuant to (ia) public offerings registered under the Securities Act, (iib) Rule 144 of or Rule 144A under the Securities and Exchange Commission Act (or any similar rule or rules then in force) if such rule or rules are is available and (iiic) subject to the conditions specified in Section 4B 12(a)(ii) below, any other legally available means of transfer.

Appears in 1 contract

Samples: Stock Contribution and Exchange Agreement (Cinemark Usa Inc /Tx)

Transfer of Restricted Securities. 4A. (a) Restricted Securities are transferable only pursuant to (i) public offerings registered under the Securities Act, (ii) Rule 144 or Rule 144A of the Securities and Exchange Commission (or any similar rule or rules then in force) if such rule or rules are is available and (iii) subject to the conditions specified in Section 4B paragraph (b) below, any other legally available means of transfer.

Appears in 1 contract

Samples: Recapitalization Agreement (Anthony Crane Holdings Capital Corp)

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