Common use of Restrictions on Transfer of Common Stock Clause in Contracts

Restrictions on Transfer of Common Stock. Prior to the twelve month anniversary of the Closing Date (as defined in the Merger Agreement) and/or such later date in accordance with Section 13.5.3 of the Merger Agreement, the Purchasers shall not transfer, sell, assign, pledge, encumber or otherwise dispose of (collectively, "Transfer") their respective shares of Common Stock issued pursuant to the Offering without the prior written consent of the Company. Thereafter, Transfers, if any, of the Common Stock issued pursuant to the Offering shall be in accordance with all securities laws applicable thereto and, other than Transfers pursuant to (i) an effective registration statement or (ii) the Resale Rules (as defined below), which items (i) and (ii) shall also be in accordance with all securities laws applicable thereto, subject to the terms of this Section 7.