Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Noteholder to sell, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes, provided, however, that for a period commencing as of the date such Consenting Noteholder executes this Agreement until the earlier to occur of (i) the occurrence of a Consenting Noteholders’ Termination Event, (ii) the ▇▇▇▇▇▇ Parties’ and the ACG Parties’ termination of this Agreement after the occurrence of a Company Termination Event and (iii) any other termination of this Agreement pursuant to the terms set forth under Section 7 (such period, the “Restricted Period”), no Consenting Noteholder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect unless the Transferee delivers to the Consenting Noteholder Transferor and the Companies, at or prior to the time of the proposed Transfer, a written agreement containing, among other things, a provision substantially similar to the provision set forth in Exhibit C attached hereto pursuant to which such Transferee shall assume all obligations of the Consenting Noteholder transferor hereunder in respect of the Notes Transferred (such Transferee, if any, to also be a “Consenting Noteholder” hereunder) .
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Sources: Agreement (Vertis Inc)
Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Noteholder Holder to sell, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes, ; provided, however, that for a period commencing as of from and after the date such Consenting Noteholder executes this Agreement hereof until the earlier to occur of (i) the occurrence of a Consenting Noteholders’ Termination Event, (ii) the ▇▇▇▇▇▇ Parties’ and the ACG Parties’ termination of this Agreement after the occurrence of a Company Termination Event and (iii) any other termination of this Agreement pursuant to the terms set forth under Section 7 hereof (such period, the “Restricted Period”), no Consenting Noteholder Holder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect effect, unless (a) the Transferee transferee is a Consenting Holder or (b) if the transferee is not a Consenting Holder prior to the Transfer, such transferee delivers to the Consenting Noteholder Transferor and the CompaniesCompany, at or prior to before the time of the proposed Transfer, an executed joinder to this Agreement in substantially the form of Exhibit E hereto (a written agreement containing“Joinder”). This Agreement shall in no way be construed to preclude the Consenting Holders from acquiring additional Notes; provided, among other thingshowever, that such additional Notes shall automatically and immediately upon acquisition by a provision substantially similar Consenting Holder be deemed subject to all of the terms of this Agreement whether or not notice of such acquisition is given to the provision set forth in Exhibit C attached hereto pursuant to which such Transferee shall assume all obligations of the Consenting Noteholder transferor hereunder in respect of the Notes Transferred (such Transferee, if any, to also be a “Consenting Noteholder” hereunder) Company.
Appears in 1 contract
Sources: Restructuring and Plan Support Agreement (Reddy Ice Holdings Inc)
Transfer of Interests and Securities. Except as expressly provided herein, this Agreement shall not in any way restrict the right or ability of any Consenting Noteholder to sell, borrow, lend, use, assign, transfer or otherwise dispose of (“Transfer”) any of the Notes, ; provided, however, that for a period commencing as of the date such Consenting Noteholder executes this Agreement until the earlier to occur of (i) the occurrence of a Consenting Noteholders’ Termination Event, (ii) the ▇▇▇▇▇▇’▇ Parties’ and the ACG Parties’ termination of this Agreement after the occurrence of a Company Termination Event and (iii) any other termination of this Agreement pursuant to the terms set forth under Section 7 hereunder (such period, the “Restricted Period”), no Consenting Noteholder shall Transfer any Notes, and any purported Transfer of Notes shall be void and without effect unless the Transferee delivers to the Consenting Noteholder Transferor transferor and the CompaniesCallon, at or prior to the time of the proposed Transfer, a written agreement containing, among other things, a provision substantially similar to the provision set forth in Exhibit C attached hereto pursuant to which such Transferee transferee shall assume all obligations of the Consenting Noteholder transferor hereunder in respect of the Notes Transferred (such Transferee, if any, to also be a “Consenting Noteholder” Noteholder hereunder) ).
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