Transfers to Related Transferees. Notwithstanding anything to ------------------------------- the contrary contained in clauses (a) and (b) of this Section 4, any Stockholder may Transfer Securities to a Related Transferee provided that such Related -------- Transferee shall first (i) execute a written consent in form and substance satisfactory to the Company to be bound by all of the provisions of this Agreement and (ii) give a duplicate original of such consent to the Company. In the event of any Transfer by a Stockholder to a Related Transferee of all or any part of his or its Securities (or in the event of any subsequent Transfer by any such Related Transferee to another Related Transferee of the Stockholder), such Related Transferee shall receive and hold such Securities subject to the terms of this Agreement and the rights and obligations hereunder of a Stockholder as though such Securities were still owned by the Stockholder, and such Related Transferee shall be deemed the Stockholder for the purposes of this Agreement. If the Related Transferee acquired Securities from a Stockholder, such Related Transferee shall be entitled to participate, collectively with the Stockholders of the same group, in the registration rights provided for in Section 6 hereof. There shall be no further Transfer of such Securities by a Related Transferee except between and among such Related Transferee, the original Stockholder and other Related Transferees, or except as otherwise permitted by this Agreement.
Appears in 3 contracts
Samples: Stockholders Agreement and Subscription Agreement (Hancock Park Associates Ii Lp Et Al), Stockholders Agreement and Subscription Agreement (Green Equity Investors Ii Lp), Stockholders Agreement and Subscription Agreement (Leslies Poolmart)
Transfers to Related Transferees. Notwithstanding anything to ------------------------------- -------------------------------- the contrary contained in clauses (a) and (b) of this Section 4, any Stockholder may Transfer Securities to a Related Transferee provided that such Related -------- Transferee shall first (i) execute a written consent in form and substance satisfactory to the Company to be bound by all of the provisions of this Agreement Agreement, and (ii) give a duplicate original of such consent to the Company. In the event of any Transfer by a Stockholder to a Related Transferee of all or any part of his or its Securities (or in the event of any subsequent Transfer by any such Related Transferee to another Related Transferee of the Stockholder), such Related Transferee shall receive and hold such Securities subject to the terms of this Agreement and the rights and obligations hereunder of a Stockholder as though such Securities were still owned by the Stockholder, and such Related Transferee shall be deemed the Stockholder for the purposes of this Agreement. If the Related Transferee acquired Securities from a Stockholder, such Related Transferee shall be entitled to participate, collectively with the Stockholders of the same group, in the registration rights provided for in Section 6 hereof. There shall be no further Transfer of such Securities by a Related Transferee except between and among such Related Transferee, the original Stockholder and other Related Transferees, or except as otherwise permitted by this Agreement.
Appears in 1 contract
Samples: Stockholders Agreement and Subscription Agreement (Leslies Poolmart)