Exempt Transfer definition

Exempt Transfer means, in relation to shares held by a member:

Exempt Transfer has the meaning set forth in Section 9.1(b).

Exempt Transfer means, with respect to any Member Shares of any Member, any Disposition:

Examples of Exempt Transfer in a sentence

• The term "Permitted Transferee" means any transferee of Units pursuant to clauses (e) or (f) of the definition of "Exempt Transfer" as defined in the Securityholders Agreement.

• Specifically, the Operating Agreement generally prohibits any transfer of a partnership interest without the prior consent of the Manager except in connection with an Exempt Transfer.

• Prior to making any Transfer other than an Exempt Transfer, Executive shall deliver written notice (the "Sale Notice") to the Company and the Investors.

• Except in connection with an Exempt Transfer, this Agreement shall not be assignable by any party, in whole or in part, by operation of law or otherwise, without the express prior written consent of the other parties hereto and the Special Committee (on behalf of the Company).

• Any attempted Transfer (including an Exempt Transfer) of Covered Shares or any interest therein in violation of this Section 3(a) shall be null and void ab initio.

More Definitions of Exempt Transfer

Exempt Transfer means (i) a sale, assignment, transfer or other disposition pursuant to a registered offering under the Securities Act or in a broker transaction pursuant to Rule 144 under the Securities Act (including the volume limitations thereunder, if applicable), (ii) a pledge or other hypothecation of Common Shares pursuant to a bona fide financing transaction with a third party, and any foreclosure or transfer in lieu of foreclosure of such Common Shares in connection therewith, or (iii) a transfer in connection with a tender or exchange offer made to all stockholders of the Company.

Exempt Transfer means, in relation to shares held by a Member, a transfer by way of, or in pursuance of, acceptance of a takeover offer for the Company meaning an offer to acquire all the shares, or all the shares of any class or classes, in the Company (other than shares which at the date of the offer are already held by the offeror), being an offer on terms which are the same in relation to all the shares to which the offer relates or, where those shares include shares of different classes, in relation to all the shares of each class (or an amalgamation or scheme of arrangement having equivalent effect).

Exempt Transfer has the meaning set forth in Section 2.1.

Exempt Transfer as applied to any Stockholder, shall mean (a) any sale or Transfer permitted by the Registration Agreement, (b) any Permitted Affiliate Sale, (c) in the case of an individual, any Transfer to a member of the Family of such Stockholder, or a trust or other entity for the sole benefit of a member of the Family of such Stockholder, if such individual or trust or other entity agrees to be bound by the terms of this Agreement and executes a joinder hereto, or (d) any Transfer to another Stockholder.

Exempt Transfer has the meaning set forth in Section 2D.

Exempt Transfer shall have the meaning set forth in Section 3(e).

Exempt Transfer shall have the definition set out in Section 4.3 hereof;