Common use of Transfers; Transfers in Violation of Agreement Clause in Contracts

Transfers; Transfers in Violation of Agreement. Prior to effecting a Transfer of any Stockholder Shares to any person or entity, the transferring Stockholder shall cause the prospective transferee to execute and deliver to the Company and the other Stockholders a counterpart of this Agreement. A transferee of Stockholder Shares held by an Investor shall not be considered an Investor hereunder without the prior written consent of the holders of a majority of the shares of Common Stock then held by the Investors, provided that a Permitted Transferee of an Investor shall be considered an Investor hereunder. Any Transfer or attempted Transfer of any Stockholder Shares in violation of any provision of this Agreement shall be void, and the Company shall not record such transfer on its books or treat any purported transferee of such Stockholder Shares as the owner of such shares for any purpose.

Appears in 3 contracts

Samples: Stockholders Agreement (Parallex LLC), Stockholders Agreement (Brickell Bay Acquisition Corp.), Stockholders Agreement (Brickell Bay Acquisition Corp.)

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Transfers; Transfers in Violation of Agreement. Prior to effecting a Transfer of transferring any Stockholder Shares or Warrants to any person or entityentity (other than pursuant to an IPO or a Public Sale), the transferring Stockholder shall cause the prospective transferee to execute and deliver to the Company and the other Stockholders party hereto a counterpart of this Agreement. A Agreement and such transferee of shall thereby become a party to this Agreement as a Stockholder Shares held by and an Investor shall not be considered Investor, an Investor hereunder without the prior written consent of the holders of Executive, or a majority of the shares of Common Stock then held by the InvestorsWarrantholder, provided that a Permitted Transferee of an Investor shall be considered an Investor as applicable, hereunder. Any Transfer or attempted Transfer of any Stockholder Shares or Warrants in violation of any provision of this Agreement shall be void, and the Company shall not record such transfer Transfer on its books or treat any purported transferee of such Stockholder Shares or Warrants as the owner of such shares or Warrants for any purpose.

Appears in 1 contract

Samples: Stockholders Agreement (CHG Healthcare Services, Inc.)

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