Transfer Securities definition

Transfer Securities has the meaning set forth in Section 2.2(a).

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Transfer Securities shall have the meaning ascribed to such term in Section 3.8(a).

Transfer Securities means (i) all shares of Capital Stock owned by a Key Holder or issued to a Key Holder on or after the date hereof; (ii) any shares of Capital Stock issued or issuable (directly or indirectly) in exchange for and/or exercise of any other securities of the Company acquired by the Key Holders after the date hereof; and (iii) all shares of Capital Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of, the shares of Capital Stock referenced in clauses (i) and (ii) above.

Examples of Transfer Securities in a sentence

• In the event that the Transferring Securityholder elects not to sell any shares to ▇▇▇▇ or its assignee pursuant to the proviso in the immediately preceding sentence, such Transferring Shareholder may transfer the Transfer Securities to one or more Qualified Purchasers pursuant to Section 2.2(c) only if such Qualified Purchasers purchase in the aggregate at least as many shares of the Transfer Securities as ▇▇▇▇ had agreed to purchase.

• Beneficial owners of Transfer Restricted Securities who do not complete, execute and return this Notice and Questionnaire by such date (i) will not be named as selling securityholders in the Shelf and Registration Statement and (ii) may not use the Prospectus forming a part thereof for resales of Transfer Securities.

• Transferee (i) agrees that the Transfer Securities shall be bound by and subject to the terms of the Voting Agreement, (ii) hereby adopts the Voting Agreement with the same force and effect as if Transferee were originally a party thereto and (iii) agrees to be subject to the restrictions and obligations applicable to the Company Stockholders and otherwise become a party to the Voting Agreement for all purposes thereunder.

• If for any reason the Offeree does not sell the Transfer Securities to the Offeror on the terms and conditions set forth in the Transfer Notice, or if any Offeree wishes to sell the Transfer Securities on terms other than those set forth in the Transfer Notice, the provisions of this Section 5 shall again be applicable to the Transfer Securities.

• The Notice shall describe in reasonable detail the proposed Transfer including, without limitation, the number and type of Transfer Securities, the nature of such Transfer, the consideration to be paid, the proposed date of consummation of such Transfer and the name and address of each prospective purchaser or transferee and shall be accompanied by copies of all material proposed agreements relating to such proposed Transfer.

More Definitions of Transfer Securities

Transfer Securities means, in respect of a Seller, such number of shares held by that Seller, as set out against their name in Part A of SCHEDULE II; and

Transfer Securities means Common Shares or Preferred Shares subject to a Proposed Transfer.

Transfer Securities is defined in Section 6(c).

Transfer Securities has the meaning set out in Clause 7.4.2 (Right of first offer);

Transfer Securities shall have the meaning set forth in Section 7(a).

Transfer Securities means the Investor Units and/or Common Units held by an Investor or Common Unitholder, as applicable.

Transfer Securities shall have the meaning set forth in Section 1(b).