Restrictions Generally. The Purchaser shall not directly or indirectly effect any sale, transfer, assignment, gift, exchange, pledge, hypothecation, encumbrance or other disposition of any Purchased Securities or Warrant Shares (collectively, the “Restricted Securities”), or any interest therein, whether voluntary or involuntary and regardless of the nature or method thereof (other than an exchange, reclassification or other conversion of the Restricted Securities into cash, securities or other property pursuant to a merger, consolidation or recapitalization of the Company) (each, a “Transfer”) during the one (1)-year period following the Closing Date or otherwise except in accordance with this Agreement and applicable federal and state securities laws and regulations. In addition, the Purchaser and the Purchaser’s sole stockholder, Sharad Tak, agree that the shares of capital stock of the Purchaser may not be Transferred to persons other than immediately family members of Sharad Tak without the prior written consent of the Company, and that the Purchaser may not issue any additional equity securities, as long as the Transfer restrictions on the Restricted Securities set forth in this Agreement remain in effect. In the event of a Transfer of shares of capital stock of the Purchaser, the transferee shall execute an addendum to this Agreement and such shares shall be similarly bound by the provisions of this Agreement. The Purchaser and Sharad Tak agree that the stock certificate(s) representing the shares of capital stock of the Purchaser shall be imprinted with a legend referencing this Agreement and the restrictions imposed hereby.
Appears in 3 contracts
Sources: Investor Rights Agreement (Healthaxis Inc), Investor Rights Agreement (Tak Sharad Kumar), Investor Rights Agreement (Healthaxis Inc)