Common use of Restrictions on Transfer of Restricted Securities Clause in Contracts

Restrictions on Transfer of Restricted Securities. Until the third anniversary of the Initial Closing Date, the PCP Entities shall not Transfer any of their Restricted Securities except: (a) as part of a merger, consolidation or amalgamation of the Company or a tender offer for Common Stock of the Company which is open to all stockholders of the Company; (b) a Transfer of Common Stock in compliance with Section 4.2 of this Agreement to a Transferee that has agreed to comply with the provisions of Section 4.2; or (c) to a Permitted Transferee who shall have become a party to this Agreement by executing a signature page hereto and delivering such signature page to the Company and the other Restricted Stockholders, which execution and delivery shall constitute an agreement by such Permitted Transferee that it and the Restricted Securities that it acquires shall be bound by and entitled to the benefits of this Agreement.

Appears in 2 contracts

Sources: Stockholders Agreement (Penske Capital Partners LLC), Stockholders Agreement (United Auto Group Inc)