Common use of Limitations to Rights of First Refusal and Co-Sale Clause in Contracts

Limitations to Rights of First Refusal and Co-Sale. (a) Notwithstanding the provisions of this Section 2 and in the Shareholders Agreement, the Founder may sell or otherwise assign, up to five percent (5%) of Equity Securities held by him as of the date hereof, to any Person, and such sale or assignment shall be subject to only the applicable Holders’ right of first refusal under Section 2.2 and co-sale right under Section 2.3 under the same terms and conditions, provided that (i) only one (1) transfer is permitted and any additional transfer shall require the prior consent of each Investor, and (ii) each such transferee, prior to the completion of the sale, transfer, or assignment, shall have executed documents, in form and substance reasonably satisfactory to the Holders, assuming the obligations of the Restricted Shareholders under this Agreement, including but not limited to Section 2.1 hereof, with respect to the transferred securities.

Appears in 2 contracts

Samples: Senior Preferred Share Purchase Agreement (Nobao Renewable Energy Holdings LTD), Sale Agreement (Nobao Renewable Energy Holdings LTD)

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Limitations to Rights of First Refusal and Co-Sale. (a) Notwithstanding the provisions of this Section 2 and in the Shareholders Agreement, the Founder may sell or otherwise assign, up to five percent (5%) of Equity Securities now or hereafter held by him as of the date hereofhim, to any Person, and such sale or assignment shall be subject to only the applicable Holders’ Investor’s right of first refusal under Section 2.2 and the Investor’s co-sale right under Section 2.3 under the same terms and conditions, provided that (i) only one (1) transfer is permitted and any additional transfer shall require the prior consent of each the Investor, and (ii) each such transferee, prior to the completion of the sale, transfer, or assignment, shall have executed documents, in form and substance reasonably satisfactory to the Holders, assuming the obligations of the Restricted Shareholders under this Agreement, including but not limited to Section 2.1 hereof, with respect to the transferred securities.

Appears in 1 contract

Samples: Sale Agreement (Nobao Renewable Energy Holdings LTD)

Limitations to Rights of First Refusal and Co-Sale. (a) Notwithstanding the provisions of this Section 2 and in the Shareholders Agreement2, the Founder may sell or otherwise assign, up to five percent (5%) of Equity Securities now or hereafter held by him as of the date hereofhim, to any Person, and such sale or assignment shall be subject to only the applicable Holders’ Investor’s right of first refusal under Section 2.2 and the Investor’s co-sale right under Section 2.3 under the same Right of First Refusal and Co-Sale Agreement terms and conditions, provided that (i) only one (1) transfer is permitted and any additional transfer shall require the prior consent of each the Investor, and (ii) each such transferee, prior to the completion of the sale, transfer, or assignment, shall have executed documents, in form and substance reasonably satisfactory to the Holders, assuming the obligations of the Restricted Shareholders under this Agreement, including but not limited to Section 2.1 hereof, with respect to the transferred securities.

Appears in 1 contract

Samples: Sale Agreement (Nobao Renewable Energy Holdings LTD)

Limitations to Rights of First Refusal and Co-Sale. (a) Notwithstanding the provisions of this Section 2 and in the Shareholders Agreement2, the Founder may sell or otherwise assign, up to five percent (5%) of Equity Securities now or hereafter held by him as of the date hereofhim, to any Person, and such sale or assignment shall be subject to only the applicable Holders’ Investor’s right of first refusal under Section 2.2 and the Investor’s co-sale right under Section 2.3 under the same terms and conditions, provided that (i) only one (1) transfer is permitted and any additional transfer shall require the prior consent of each the Investor, and (ii) each such transferee, prior to the completion of the sale, transfer, or assignment, shall have executed documents, in form and substance reasonably satisfactory to the Holders, assuming the obligations of the Restricted Shareholders under this Agreement, including but not limited to Section 2.1 hereof, with respect to the transferred securities.

Appears in 1 contract

Samples: Shareholders Agreement (Nobao Renewable Energy Holdings LTD)

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Limitations to Rights of First Refusal and Co-Sale. (a) Notwithstanding the provisions of this Section 2 Article 8 and in the Shareholders Agreement, the either Founder may sell or otherwise assign, up to five percent (5%) of Equity Securities held by him as of the date hereofInitial Series A-1 Closing Date, to any Person, and such sale or assignment shall be subject to only each of the applicable Holders’ right of first refusal under Section 2.2 8.3 and co-sale right under Section 2.3 8.4 under the same terms and conditions, provided that (i) only one (1) transfer is permitted and any additional transfer shall require the prior consent of each Investor, Investor and (ii) each such transferee, prior to the completion of the sale, transfer, or assignment, shall have executed documents, in form and substance reasonably satisfactory to the Holders, assuming the obligations of the Restricted Shareholders under this Agreementherein contained, including but not limited to Section 2.1 8.2 hereof, with respect to the transferred securities.

Appears in 1 contract

Samples: Senior Preferred Share Purchase Agreement (Nobao Renewable Energy Holdings LTD)

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