Common use of Restriction of Transfer Clause in Contracts

Restriction of Transfer. Each Securityholder agrees that it will not in any way transfer any Securities, whether voluntarily or by operation of law, except by a transfer made in compliance with this Agreement. Any purported transfer in violation of any provision of this Agreement will be void and will not operate to transfer any interest or title in such Securities to the purported transferee, and will give the Company and the other Securityholders an option to purchase such Securities in the manner and on the terms and conditions provided in this Agreement. Each Securityholder agrees that it will not create or permit to exist any lien, claim or encumbrance at any time on any of its Securities subject to this Agreement, other than the encumbrance created by this Agreement. Notwithstanding anything herein to the contrary, neither AHC nor ZNC may assign, transfer or sell any Securities, or any right or interest in or to any Securities, from the date hereof through the expiration of the Put/Call Period (as defined below) (i.e. 3 years and 90 days from the date hereof) without the consent of the other, except transfers to a wholly-owned subsidiary of AHC during the one year period following the date hereof and thereafter to an 80% or more owned subsidiary of AHC, which must remain an 80% or more owned subsidiary of AHC throughout the term of this Agreement.