Common use of Other Restrictions on Transfer Clause in Contracts

Other Restrictions on Transfer. (a) Any Person (including any Permitted Transferee) to whom Securities are to be Transferred (except pursuant to a Public Sale or Sale of the Company) shall execute and deliver, as a condition to such Transfer, all documents deemed reasonably necessary by the Company, in consultation with its counsel, to evidence such party’s joinder in and to this Agreement, including a Subscription and Joinder in substantially the form of Exhibit B attached hereto. (b) No Securities may be Transferred to any Person (including any Permitted Transferee) (if the proposed transferee is a married individual), unless, prior to that Transfer and if requested by the Board, the transferee furnishes a Spousal Consent. (c) Except as otherwise provided herein, Securities that are Transferred shall thereafter continue to be subject to all restrictions (including restrictions on Transfer imposed by this Article III) and obligations imposed by this Agreement with respect to Securities and Transfers thereof. (d) Notwithstanding anything to the contrary contained herein, a Transfer of Securities shall not be valid or of any force or effect if such Transfer is in violation of any applicable federal or state laws, including securities laws. (e) The restrictions on Transfer imposed in this Agreement are in addition to, and not in limitation of, any other restrictions on Transfer that may be imposed on any securities by any other contract, including any Manager Equity Agreement, option or option plan.