Common use of Transfers General Clause in Contracts

Transfers General. 6.1 An obligation to Transfer an Common Stock pursuant to these provisions shall be deemed to be an obligation to Transfer the entire legal and beneficial interest in the Common Stock free from all liens, mortgages, charges, encumbrances and other third party rights of whatever nature. 6.2 The Directors of Getty Images shall register the Transfer of Common Stock to any Person only if the Transfer has been carried out in accordance with this Agreement and the Stockholders' Agreement and in no other circumstances. 6.3 The Parties shall procure that any Transfer or pledge or grant of any option over Common Stock in accordance with this Agreement and, in the case of Permitted Transferees, the Stockholders' Agreement shall be subject to the following conditions which must be satisfied prior to such Transfer, pledge or grant: 6.3.1 the Transferee, pledgee or grantee shall execute a deed confirming to the other Parties that it shall be bound by this Agreement and, in the case of Permitted Transferees, the Stockholders' Agreement in respect of the Common Stock Transferred, pledged or granted as if it was a Party; and 6.3.2 the Transferring, pledging or granting Party (which expression shall include a second or subsequent Transferor, pledgee or grantee in a series of Transfers, pledges or grants) shall be jointly and severally liable with the Transferee for its obligations pursuant to this Agreement and, in the case of Permitted Transferees, the Stockholders' Agreement.

Appears in 5 contracts

Samples: Shareholder Agreement (Getty Investments LLC), Shareholder Agreement (Crediton LTD), Shareholder Agreement (October 1993 Trust)

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