Restriction on Disposition Sample Clauses

Restriction on Disposition. Neither the issuance of the Warrant nor the issuance of the shares of Common Stock issuable upon exercise of the Warrant has been registered under the Act or any applicable state law. The Warrant is issued to the Holder on the condition that the Warrant and any Common Stock purchased upon exercise of the Warrant are or will be purchased for investment purposes and not with an intent to distribute the same. All shares of Common Stock acquired by Holder upon exercise of this Warrant shall be subject to the restrictions on sale, encumbrance and other disposition contained in the Company's By-laws, or imposed by applicable U.S. and state and federal laws or regulations regarding the registration or qualification of such acquisition of shares of Common Stock, and may not be sold or otherwise disposed of unless the Company has received an opinion of counsel reasonably satisfactory in form and substance to counsel for the Company that such transaction will not violate the registration requirements of the Act or any applicable state law regulating the sale of securities.

Restriction on Disposition. (a) The undersigned agrees that during the Pooling Period (as defined below) he or she will not sell, transfer, or otherwise dispose of his or her interests in, or reduce his or her risk relative to, any of the (i) shares of Company Common Stock over which the undersigned has or shares voting or dispositive power with respect thereto or (ii) shares of Acquiror Common Stock into which such shares of Company Common Stock are converted upon consummation of the Merger or upon the exercise of any options to purchase Acquiror Common Stock. Notwithstanding the foregoing, the undersigned may sell, transfer or otherwise dispose of his or her interests in, or reduce his or her risk relative with respect to a de minimis (such amount to be determined in accordance with accounting rules, regulations, interpretations and bulletins of the SEC) number of (i) shares of Company Common Stock over which the undersigned has or shares voting or dispositive power with respect there to or (ii) shares of Acquiror Common Stock into which such shares of Company Common Stock are converted upon consummation of the Merger or upon the exercise of any options to purchase Acquiror Common Stock (any such transfer, a "De Minimis Transfer"), provided, ------------------- --------- however, that any De Minimis Transfer shall be subject to the prior written ------- consent and approval of Acquiror and Acquiror shall be entitled to withhold such consent and approval (such consent and approval not to be unreasonably withheld) if the Acquiror reasonably believes (after consultation with Acquiror's independent public accountants) that such De Minimis Transfer (along with any other De Minimis Transfers by the undersigned or any other "affiliate" of the Company or the Acquiror) would prevent accounting for the Merger as a "pooling of interests". (b) For purposes of this Affiliate Agreement, "Pooling Period" shall -------------- mean the period commencing thirty (30) days prior to the Effective Time and ending on the date which is one business day after publication by Acquiror of its results of post-Merger operations for the period which includes at least thirty (30) days of post-Merger combined operations of Acquiror and the Company whether by issuance of a quarterly earnings report on Form 10-K, 10-Q or other public issuance (such as a press release) that includes such information. The undersigned understands that reducing his or her risk relative to such shares of Company Common Stock or Acquiror ...

Restriction on Disposition. All common shares acquired by Executive -------------------------- pursuant to this Agreement shall be subject to the restrictions on sale, encumbrance and other disposition contained in the Corporation's By-Laws, or imposed by applicable state and federal laws or regulations regarding the registration or qualification of such acquisition of common shares, and may not be sold or otherwise disposed of except in accordance with applicable exemptions from registration under applicable federal and state laws or pursuant to registration thereunder.

Restriction on Disposition. All common shares acquired by -------------------------- Employee pursuant to this Agreement shall be subject to the restrictions on sale, encumbrance and other disposition contained in the Company's By-Laws, or imposed by applicable state and federal laws or regulations regarding the registration or qualification of such acquisition of common shares, and may not be sold or otherwise disposed of (i) within two years from the date of the granting of the Option under which such common shares were acquired, (ii) within one year after the exercise of the Option, and (iii) unless the Corporation has received a prior opinion of Employee's counsel satisfactory in form and substance to counsel for the Corporation that such transaction will not violate the Securities Act of 1933 or any applicable state law regulating the sale of securities.

Restriction on Disposition. Neither this Warrant nor the shares of Common Stock issuable upon exercise of this Warrant has been registered under the Act or any applicable state securities law. The Warrant is issued to the Holder on the condition that the Warrant and any Common Stock purchased upon exercise of the Warrant (excepting Common Stock for which a Notification under Regulation A or a Registration Statement has been filed and declared effective and for which such exercise may be effected pursuant to registration or an exemption

Restriction on Disposition. The Grantor will not sell, assign, convey, exchange, lease, release or abandon, or otherwise dispose of, any Collateral except as expressly permitted in Section 7.5 of the Credit Agreement.

Restriction on Disposition. No Obligor will sell, assign, convey, exchange, lease, release or abandon, or otherwise dispose of, any Collateral except as expressly permitted in the Credit Agreement.

Restriction on Disposition. (a) During the Term, if LANXESS sells, leases, mortgages or otherwise disposes of to any Person any interest in the Steam Distribution System being used to supply Steam hereunder, LANXESS shall require, as a condition thereof, that such Person agrees with BioAmber Sarnia to be bound by the provisions of this Agreement. (b) During the Term, BioAmber Sarnia shall not sell, lease, mortgage, charge, transfer or dispose of to any Person any interest in the BioAmber Sarnia Facility or the Property unless such Person has entered into an agreement with LANXESS, in form and content satisfactory to LANXESS, acting reasonably, for assumption of this Agreement.

Restriction on Disposition. In no event shall the Subscriber sell or otherwise transfer any of the Shares to any one or more individuals or entities who directly or indirectly, through one or more intermediaries, is a competitor of the Company.