Common use of Co-Sale Notice Clause in Contracts

Co-Sale Notice. As soon as practicable following the expiration of the Investor Option Period, and in no event later than five (5) days thereafter, the Transferor shall provide notice to each of the Stockholders (the “Co-Sale Notice”) of its right to participate in the Transaction Offer on a pro rata basis with the Transferor (the “Co-Sale Option”). To the extent one or more Stockholders exercise their Co-Sale Option in accordance with this Section 3.4, the number of Shares that the Transferor may Transfer in the Transaction Offer shall be correspondingly reduced.

Appears in 2 contracts

Samples: Stockholders Agreement (Ign Entertainment Inc), Securities Purchase Agreement (Ign Entertainment Inc)

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Co-Sale Notice. As soon as practicable following the expiration of the Investor Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Restricted Stockholder shall provide notice to each of the Stockholders Investors (the “Co-Sale Notice”) of its right to participate in the Transaction Offer on a pro rata basis with the Transferor Transferring Restricted Stockholder (the “Co-Sale Option”). To the extent one or more Stockholders Investors exercise their Co-Sale Option in accordance with this Section 3.4, the number of Shares that the Transferor Transferring Restricted Stockholder may Transfer in the Transaction Offer shall be correspondingly reduced.

Appears in 2 contracts

Samples: Stockholders Agreement (Quanterix Corp), Stockholders Agreement (Quanterix Corp)

Co-Sale Notice. As soon as practicable following the expiration of the Investor Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Stockholder shall provide notice to each of the Stockholders Investors (the “Co-Sale Notice”) of its right to participate (by selling Shares held by each of the Investors to the Buyer) in the Transaction Offer on a pro rata basis with the Transferor Transferring Stockholder and on the same terms and conditions applicable to the Transferring Stockholder (except as to price as set forth in the proviso to Section 3.4(b)), as are set forth in the Offer Notice (the “Co-Sale Option”). To the extent one or more Stockholders Investors exercise their Co-Sale Option in accordance with this Section 3.4, the number of Offered Shares that the Transferor Transferring Stockholder may Transfer in the Transaction Offer shall be correspondingly reduced.

Appears in 1 contract

Samples: Stock Restriction Agreement (Open Link Financial, Inc.)

Co-Sale Notice. As soon as practicable following the expiration of the Investor Eligible Shareholder Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Shareholder shall provide notice to each of the Stockholders Eligible Shareholders (the “Co-Sale Notice”) of its right to participate in the Transaction Offer on a pro rata basis with the Transferor Transferring Shareholder (the “Co-Sale Option”). To the extent one or more Stockholders Eligible Shareholders exercise their Co-Sale Option in accordance with this Section 3.4, the number of Shares that the Transferor Transferring Shareholder may Transfer in pursuant to the Transaction Offer shall be correspondingly reduced.

Appears in 1 contract

Samples: Shareholders Agreement (Alma Lasers Ltd.)

Co-Sale Notice. As soon as practicable following the expiration of the Investor Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Management Stockholder shall provide notice to each of the Stockholders Investors (the “Co-Sale Notice”) of its right to participate (by selling Shares held by each of the Investors to the Buyer) in the Transaction Offer on a pro rata basis with the Transferor Transferring Management Stockholder and on the same terms and conditions applicable to the Transferring Management Stockholder (except as to price as set forth in the proviso to Section 3.4(b)), as are set forth in the Offer Notice (the “Co-Co- Sale Option”). To the extent one or more Stockholders Investors exercise their Co-Sale Option in accordance with this Section 3.4, the number of Offered Shares that the Transferor Transferring Management Stockholder may Transfer in the Transaction Offer shall be correspondingly reduced.

Appears in 1 contract

Samples: Stockholders Agreement (Open Link Financial, Inc.)

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Co-Sale Notice. As soon as practicable following the expiration of the Investor Stockholder Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Stockholder shall provide notice to each of the Stockholders Offeree Stockholder (the "Co-Sale Notice") of its right to participate in the Transaction Offer on a pro rata basis with the Transferor Transferring Stockholder (the "Co-Sale Option"). To the extent one or more Offeree Stockholders exercise their Co-Sale Option in accordance with this Section 3.43.04, the number of Shares that the Transferor Transferring Stockholder may Transfer in the Transaction Offer shall be correspondingly reduced.

Appears in 1 contract

Samples: Stockholders Agreement (Stockeryale Inc)

Co-Sale Notice. As soon as practicable following the expiration of the Investor Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Stockholder shall provide notice to each of the Stockholders Investors (the “Co-Sale Notice”) of its right to participate in the Transaction Offer on a pro rata basis (according to the allocation prescribed by Section 3.4(c)) with the Transferor Transferring Stockholder (the “Co-Sale Option”). To the extent one or more Stockholders Investors exercise their Co-Sale Option in accordance with this Section 3.4, the number of Shares that the Transferor Transferring Stockholder may Transfer in pursuant to the Transaction Offer shall be correspondingly reduced.

Appears in 1 contract

Samples: Stockholders Agreement (Monotype Imaging Holdings Inc.)

Co-Sale Notice. As soon as practicable following the expiration of the Investor Investor/Founder Option Period, and in no event later than five (5) days thereafter, the Transferor Transferring Stockholder shall provide notice to each of the Stockholders Investors (the “Co-Sale Notice”) of its right to participate in the Transaction Offer on a pro rata basis with the Transferor Transferring Stockholder (the “Co-Sale Option”). To the extent one or more Stockholders Investors exercise their Co-Sale Option in accordance with this Section 3.4, the number of Shares that the Transferor Transferring Stockholder may Transfer in the Transaction Offer shall be correspondingly reduced.

Appears in 1 contract

Samples: Stockholders Agreement (908 Devices Inc.)

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