Common use of Notice of Intent to Sell Clause in Contracts

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 11, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 11). If the stockholder again proposes to sell or transfer the Shares, the stockholder shall again offer such Shares to the Corporation pursuant to the terms of this Section 9 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer Transfer of any Ordinary Shares (or any interest in them) by any holder thereofthe Participant, the holder Participant shall first give notice in writing to the CorporationCompany, mailed or delivered in accordance with the notice provisions of Section 1116, of his or her intention to sell or transfer Transfer such Ordinary Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Ordinary Shares to be sold or transferred to the transferee, the price per Ordinary Share and the terms upon which such holder intends to make such sale or transferTransfer. If the payment terms for the Ordinary Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation Company shall have the option, as set forth herein, of purchasing the Ordinary Shares for cash (or a cash equivalent) at closing in an amount which the Corporation Company determines is a fair value equivalent of that paymentthe payment described in the Option Notice. The determination of a fair value equivalent shall be made in the CorporationCompany’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder Participant (the “CorporationCompany’s Notice”) within ten (10) days of its the Company’s receipt of the Option Notice. Should the selling or transferring stockholder Participant disagree with the CorporationCompany’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer Transfer to a third party and the offer of Ordinary Shares to the Corporation Company pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the notice provisions of Section 1116). If the stockholder Participant again proposes to sell or transfer Transfer the Ordinary Shares, the stockholder Participant shall again offer such Ordinary Shares to the Corporation Company pursuant to the terms of this Section 9 11 prior to any sale or transferTransfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any of the Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 1113, of his or her intention to sell or transfer such Shares shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 1113). If the stockholder again proposes to sell or transfer the Shares, the stockholder shall again offer such Shares shares to the Corporation pursuant to the terms of this Section 9 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 1113, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder shareholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder shareholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 1113). If the stockholder shareholder again proposes to sell or transfer the Shares, the stockholder shareholder shall again offer such Shares to the Corporation pursuant to the terms of this Section 9 10 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 11, of his or her intention to sell or transfer such Shares (the “"Option Notice”"). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s 's best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “"Corporation’s 's Notice”") within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s 's determination of a fair value equivalent, he or she shall have the right (the “"Retraction Right”") to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 11). If the stockholder again proposes to sell or transfer the Shares, the stockholder shall again offer such Shares to the Corporation pursuant to the terms of this Section 9 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 119, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 119). If the stockholder again proposes to sell or transfer the Shares, the stockholder shall again offer such Shares to the Corporation pursuant to the terms of this Section 9 8 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Option Shares (or any interest in them) by any holder thereofthe Optionee, the holder Optionee shall first give notice in writing to the CorporationCompany, mailed or delivered in accordance with the provisions of Section 118.1, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Option Shares to be sold or transferred to the transferee, the price per Option Share and the terms upon which such holder the Optionee intends to make such sale or transfer. If the payment terms for the Option Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation Company shall have the option, as set forth herein, of purchasing the Option Shares for cash (or a cash equivalent) at closing in an amount which the Corporation Company determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the CorporationCompany’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder Optionee (the “CorporationCompany’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder Optionee disagree with the CorporationCompany’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Option Shares to the Corporation Company pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 118.1). If the stockholder Optionee again proposes to sell or transfer the Option Shares, the stockholder Optionee shall again offer such Option Shares to the Corporation Company pursuant to the terms of this Section 9 6 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer Transfer of any Ordinary Shares (or any interest in them) by any holder thereofthe Participant, the holder Participant shall first give notice in writing to the CorporationCompany, mailed or delivered in accordance with the notice provisions of Section 1116, of his or her intention to sell or transfer Transfer such Ordinary Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Ordinary Shares to be sold or transferred to the transferee, the price per Ordinary Share and the terms upon which such holder intends to make such sale or transferTransfer. If the payment terms for the Ordinary Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation Company shall have the option, as set forth herein, of purchasing the Ordinary Shares for cash (or a cash equivalent) at closing in an amount which the Corporation Company determines is a fair value equivalent of that paymentthe payment described in the Option Notice. The determination of a fair value equivalent shall be made in the CorporationCompany’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder Participant (the “CorporationCompany’s Notice”) within ten (10) days of its the Company’s receipt of the Option Notice. Should the selling or transferring stockholder Participant disagree with the CorporationCompany’s determination of a fair value equivalent, he or she the Participant shall have the right (the “Retraction Right”) to retract the proposed sale or transfer Transfer to a third party and the offer of Ordinary Shares to the Corporation Company pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the notice provisions of Section 1116). If the stockholder Participant again proposes to sell or transfer Transfer the Ordinary Shares, the stockholder Participant shall again offer such Ordinary Shares to the Corporation Company pursuant to the terms of this Section 9 11 prior to any sale or transferTransfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 1110, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 1110). If the stockholder again proposes to sell or transfer the Shares, the stockholder shall again offer such Shares to the Corporation pursuant to the terms of this Section 9 8 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Restricted Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 1113, of his or her intention to sell or transfer such Shares shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares shares to be sold or transferred to the transferee, the price per Share share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 1113). If the stockholder again proposes to sell or transfer the Sharesshares, the stockholder shall again offer such Shares shares to the Corporation pursuant to the terms of this Section 9 10 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the CorporationCompany, mailed or delivered in accordance with the provisions of Section 11, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation Company shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that paymentnot less than Fair Market Value. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination Fair Market Value shall be mailed or delivered to the selling or transferring stockholder shareholder (the “CorporationCompany’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder shareholder disagree with the CorporationCompany’s determination of a fair value equivalentsuch Fair Market Value, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation Company pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 11). If the stockholder shareholder again proposes to sell or transfer the Shares, the stockholder shareholder shall again offer such Shares to the Corporation Company pursuant to the terms of this Section 9 prior to any sale or transfer.

Notice of Intent to Sell. Before there can be a valid sale or transfer of any Shares (or any interest in them) by any holder thereof, the holder shall first give notice in writing to the Corporation, mailed or delivered in accordance with the provisions of Section 1119, of his or her intention to sell or transfer such Shares (the “Option Notice”). The Option Notice shall specify the identity of the proposed transferee, the number of Shares to be sold or transferred to the transferee, the price per Share and the terms upon which such holder intends to make such sale or transfer. If the payment terms for the Shares described in the Option Notice differ from delivery of cash or a check at closing, the Corporation shall have the option, as set forth herein, of purchasing the Shares for cash (or a cash equivalent) at closing in an amount which the Corporation determines is a fair value equivalent of that payment. The determination of a fair value equivalent shall be made in the Corporation’s best judgment and such determination shall be mailed or delivered to the selling or transferring stockholder (the “Corporation’s Notice”) within ten (10) days of its receipt of the Option Notice. Should the selling or transferring stockholder disagree with the Corporation’s determination of a fair value equivalent, he or she shall have the right (the “Retraction Right”) to retract the proposed sale or transfer to a third party and the offer of Shares to the Corporation pursuant to the Option Notice (such retraction to be made in writing and mailed or delivered in accordance with the provisions of Section 1119). If the stockholder again proposes to sell or transfer the Shares, the stockholder shall again offer such Shares to the Corporation pursuant to the terms of this Section 9 12 prior to any sale or transfer.