Transferability Clause Example from Business Contracts

Transferability. Except as otherwise provided in this Section 4, this Award is not transferable, except by will or by the laws of descent and distribution. (a) Limitations on Transfer; Compliance with "Blackout" Window Period. In addition to any other limitation on transfer created by applicable securities laws, you agree not to assign, hypothecate, donate, encumber or otherwise dispose of any interest in any of the shares of Common Stock subject to this Award until the shares are issued to you in accordance wit...h this Award Agreement. After the shares have been issued to you, you are free to assign, hypothecate, donate, encumber or otherwise dispose of any interest in such shares provided that any such actions are in compliance with the provisions herein, any applicable Company policies (including, but not limited to, insider trading and window period policies) and applicable securities laws. By accepting this Award, whether electronically or otherwise, you agree not to sell any such shares following a termination of your Continuous Service until the expiry of any "blackout" or other designated window period in which sales of shares of Common Stock are not permitted in place at the time of such termination. (b) Certain Trusts. Upon receiving written permission from the Company's General Counsel or his or her designee, you may transfer this Award to a trust if you are considered to be the sole beneficial owner (determined under Section 671 of the Code and applicable state law) while this Award is held in the trust, provided that you and the trustee enter into transfer and other agreements required by the Company. (c) Domestic Relations Orders. Upon receiving written permission from the Company's General Counsel or his or her designee, and provided that you and the designated transferee enter into transfer and other agreements required by the Company, you may transfer this Award pursuant to a domestic relations order that contains the information required by the Company to effectuate the transfer. You are encouraged to discuss the proposed terms of any division of this Award with the Company prior to finalizing the domestic relations order to help ensure the required information is contained within the domestic relations order. 3 (d) Beneficiary Designation. Upon receiving written permission from the Company's General Counsel or his or her designee, you may, by delivering written notice to the Company (including electronically) in a form provided by or otherwise satisfactory to the Company, designate a third party who, in the event of your death, shall thereafter be entitled to receive any distribution of Common Stock to which you were entitled at the time of your death pursuant to this Award Agreement. In the absence of such a designation, your executor or administrator of your estate shall be entitled to receive, on behalf of your estate, any distribution of Common Stock to which you were entitled at the time of your death pursuant to this Award Agreement. View More