Common use of Restrictions on Transfer Generally Clause in Contracts

Restrictions on Transfer Generally. Subject to Section 9.2, no ---------------------------------- Stockholder shall sell, assign, transfer, hypothecate, encumber or otherwise dispose of any Securities, or any right, title or interest therein, except (i) in compliance with the Securities Act and all applicable state securities laws and (ii) for sales of Securities expressly permitted by and in compliance with this Agreement. Any attempt to sell, assign, transfer, hypothecate, encumber or otherwise dispose of any Securities not in compliance with this Agreement shall be null and void, and the Company shall not give effect to any such attempted transaction or transfer. Any Securities transferred pursuant to the terms and requirements of this Agreement shall be transferred free and clear of all mortgages, liens, pledges, charges and security interests or encumbrances, or any obligations or liabilities in connection therewith. Except as otherwise provided herein, all transferees (other than a transferee in a Public Market Sale) will be bound by this Agreement in the same manner and to the same extent as the transferor.

Appears in 2 contracts

Sources: Stockholders Agreement (Gemstar International Group LTD), Stockholders Agreement (Gemstar International Group LTD)