Restrictions on Transferability definition

Restrictions on Transferability means, as applied to the property or assets (or the income or profits therefrom) of any Person, in each case whether the same is consensual or nonconsensual or arises by contract, operation of law, legal process or otherwise, any material condition to, or restriction on, the ability of such Person or any transferee therefrom to sell, assign, transfer or otherwise liquidate such property or assets in a commercially reasonable time and manner or which would otherwise materially deprive such Person or any transferee therefrom of the benefits of ownership of such property or assets.
Restrictions on Transferability means, as applied to the property or assets (or the income or profits therefrom) of any Person, in each case whether the same is consensual or non-consensual or arises by contract, operation of law, legal process or otherwise, any material condition to, or restriction on, the ability of such Person or any transferee therefrom to sell, assign, transfer or otherwise liquidate such property or assets in a commercially reasonable time and manner or which would otherwise materially deprive such Person or any transferee therefrom of the benefits of ownership of such property or assets.
Restrictions on Transferability. Any material condition to or restriction on the ability of the holder or an assignee of the holder of any right, title or interest to sell, assign, transfer or otherwise liquidate such right, title or interest in a commercially reasonable time and manner or which would otherwise materially deprive the holder or any assignee of the holder of the benefits thereof.

Examples of Restrictions on Transferability in a sentence

  • The Indenture constitutes a valid pledge of the Collateral to the Trust Collateral Agent and the Trust Collateral Agent shall have a valid and perfected first priority security interest in the Collateral, free and clear of all Liens and Restrictions on Transferability.

  • The Restricted Shares may not be sold, assigned, transferred, pledged or otherwise disposed of or encumbered (the “Restrictions on Transferability”) until the Restrictions on Transferability shall lapse.

  • Section 5.06 Restrictions on Transferability of Non-Offered Certificates.

  • The Indenture constitutes a valid pledge of the Collateral to the Trust Collateral Agent, and the Trust Collateral Agent shall have a valid and perfected first priority security interest in the Collateral, free and clear of all Liens and Restrictions on Transferability.

  • Restrictions on Transferability: Except as provided in the Plan, you may not sell, transfer, assign, pledge, or otherwise alienate this Award, and any attempt to do so shall be null and void.

  • All of the Restricted Shares shall be forfeited by the Grantee to the Company if prior to the lapse of the Restrictions on Transferability the Grantee’s employment with the Company terminates for any reason other than death or disability or as provided by paragraph 7 hereof.

  • The Grantee may elect, in accordance with Company policy in effect at the time, to pay in shares of Common Stock of the Company a portion or all of the amount of the federal, state or local, income or other taxes up to the maximum marginal tax rate for such taxes in connection with the lapse of Restrictions on Transferability.

  • Restrictions on Transferability: You may not sell, transfer, assign or otherwise alienate or hypothecate any of your Restricted Stock Units other than to the extent permitted by the Plan or this Award Agreement.

  • To make such election the Grantee shall authorize the Company to withhold, on or about the date such tax liability is determinable, a portion of the shares that were or otherwise would be distributed to the Grantee upon the lapse of Restrictions on Transferability having a fair market value equal to the amount of such taxes that the Grantee elects to pay in shares.

  • In the event that a transfer of the Receivables by the Company to AFS SenSub is characterized as other than a sale, such transfer shall be characterized as a secured financing, and AFS SenSub shall have a valid and perfected first priority security interest in such Receivables free and clear of all Liens and Restrictions on Transferability.


More Definitions of Restrictions on Transferability

Restrictions on Transferability. Neither the Notes nor the shares of Common Stock issuable upon their conversion have been or (except as otherwise provided in the Holders' Agreement) will be registered under the Securities Act of 1933, as amended (the "Securities Act") or the securities laws of any state. Neither the Notes nor the shares of Common Stock issuable upon their conversion may be sold, offered for sale, transferred, pledged, hypothecated or otherwise disposed of except in compliance with the Securities Act and other applicable securities laws. Accordingly, each Investor must be prepared to bear the economic risk of his or her investment for an indefinite period of time. Investors may be permitted to transfer Notes and the shares of Common Stock issuable upon conversion of the Notes in compliance with the resale provisions of Rule 144 under the Securities Act. In general, under Rule 144 as currently in effect, a person (or persons whose shares are aggregated), including an affiliate, who has beneficially owned restricted shares for at least one year is entitled to sell, within any three-month period commencing 90 days after the date of this Memorandum, a number of shares that does not exceed the greater of (i) 1% of the then outstanding shares of Common Stock or (ii) the average weekly trading volume in the Stock during the four calendar weeks preceding such sale, subject to the filing of a Form 144 with respect to such sale and certain other limitations and restrictions. In addition, a person who is not deemed to have been an affiliate of the Company at any time during the 90 days preceding a sale and who has beneficially owned the shares proposed to be sold for at least two years, is entitled to sell such shares under Rule 144(k) without regard to the requirements described above. The amount of time which an Investor has held a Note may be used to satisfy any "holding period" requirements of Rule 144 upon a transfer of the shares of Comon stock underlying such Note. See "Description of the Notes -- Restrictions on Transferability."
Restrictions on Transferability means any material condition to, or
Restrictions on Transferability. None of the Shares have been registered under the Securities Act. As such, they constitute “restricted securities” under the Securities Act. Such Securities may not be sold or otherwise transferred unless they are registered under the Securities Act and applicable foreign or state laws or unless exemptions from registration are available under such laws. Any certificates evidencing the Shares will bear a legend restricting the distribution, resale, transfer, pledge, hypothecation or other disposition of such securities unless and until such securities are registered under the Securities Act or an opinion of counsel acceptable to the Company is received concluding that registration is not required under the Securities Act. There can be no assurance that the Company will be able to complete the contemplated IPO or will be able to have the applicable registration statement declared effective by the SEC.