Common use of Exempted Transfers Clause in Contracts

Exempted Transfers. (a) The Purchaser shall be permitted to transfer ------------------ the Shares owned by it without complying with the provisions of this Section 2 solely in the event of transfer by the Purchaser to any Affiliate of the Purchaser (a "Permitted Transferee"), provided that any such Permitted Transferee shall have delivered to the Company the written agreement of such Permitted Transferee to be bound by all of the provisions of this Agreement to the same extent as the Purchaser. For the purposes of this Section, "Affiliate" shall mean any corporation, firm, partnership or other entity which directly or indirectly controls or is controlled by or is under common control with a party to this Agreement. "Control" means ownership, directly or through one or more affiliates, of fifty percent (50%) or more of the shares of stock entitled to vote for the election of directors, in the case of a corporation, or fifty percent (50%) or more of the equity interests in the case of any limited liability company or other type of legal entity, status as a general partner in any partnership, or any other arrangement whereby a party controls or has the right to control the Board of Directors of directors or equivalent governing body of a corporation or other entity.

Appears in 2 contracts

Sources: Licensing Agreement (Orchid Biosciences Inc), License and Supply Agreement (Orchid Biosciences Inc)