Common use of Transfers Not Subject to Restrictions Clause in Contracts

Transfers Not Subject to Restrictions. (a) Subject to Section 2 of Article VI, any Founder may sell, assign or transfer Voting Shares to (i) his spouse, non-minor children (natural or adopted), non-minor siblings or parents, or to a trust established for the benefit of his spouse, children (natural or adopted), siblings, parents or himself, or dispose of them under his will, or (ii) the other Founders, without compliance with Sections 3 and 5 of this Article V; provided that the transferee provides the Company and each of the Institutional Investors with a written agreement to be bound hereby to the same extent as the transferring Founder. (b) The rights of the Institutional Investors under Section 4 of this Article V shall not apply to any pledge of Voting Shares by a Founder which creates a mere security interest, provided the pledgee provides the Company with a written agreement to be bound hereby to the same extent as the pledging Founder.

Appears in 2 contracts

Samples: Investor Rights Agreement (Avici Systems Inc), Investor Rights Agreement (Avici Systems Inc)

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Transfers Not Subject to Restrictions. (a) Subject to Section 2 of Article VIVI hereof, any Founder may sell, assign or transfer Voting Shares to (i) his spouse, non-minor children (natural or adopted), non-minor siblings or parents, or to a trust established for the benefit of his spouse, children (natural or adopted), siblings, parents or himself, or dispose of them under his will, or (ii) the other Founders, without compliance with Sections 3 and 5 of this Article V; provided that the transferee provides the Company and each of the Institutional Investors Purchasers with a written agreement to be bound hereby to the same extent as the transferring Founder. (b) The rights of the Institutional Investors holders of the Series A Preferred Stock, Series B Preferred Stock, the Series C Preferred Stock, or the Series D Preferred Stock under Section 4 5 of this Article V shall not apply to any pledge of Voting Shares by a Founder which creates a mere security interest, provided the pledgee provides the Company with a written agreement to be bound hereby to the same extent as the pledging Founder.

Appears in 1 contract

Samples: Investors' Rights Agreement (Phase Forward Inc)

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Transfers Not Subject to Restrictions. (a) Subject to Section 2 of Article VI, any Any Founder may sell, assign or transfer Voting Founder Shares to (i) his spouse, non-minor children (natural or adopted)children, non-minor siblings grandchildren or parents, or to a trust established for the benefit of his spouse, children (natural or adopted)children, siblingsgrandchildren, parents parent or himself, or dispose of them under his will, or (ii) the other Founders, without compliance with Sections 3 and 2 through 5 of this Article V; hereof, provided that the each such transferee provides the Company and each of the Institutional Investors with a written agreement agrees in writing to be bound hereby bound, to the same extent as the transferring Foundertransferor, by this Article IV. (b) The rights of a Buying Founder (as defined below), the Institutional Investors Series A Holders, the Company and the Purchaser (individually, an "RFR Holder" and collectively, the "RFR Holders") under Section Sections 3 and 4 of this Article V hereof shall not apply to any pledge of Voting Founder Shares by a Founder which creates a mere security interest, provided the pledgee provides the Company RFR Holders with a written agreement to be bound hereby to the same extent as the pledging Founder.

Appears in 1 contract

Samples: Series B Preferred Stock Purchase Agreement (Art Technology Group Inc)

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