Partial Exercise of Right. In the event ▇▇▇▇▇▇ makes a timely exercise of the First Refusal Right with respect to a portion, but not all, of the Target Shares specified in the Disposition Notice, Purchaser shall have the option, exercisable by written notice to ▇▇▇▇▇▇ delivered within thirty (30) days after the date of the Disposition Notice, to effect the sale of the Target Shares pursuant to one of the following alternatives: (a) sale or other disposition of all the Target Shares to a third-party purchaser in compliance with the requirements of Section 6.4, as if ▇▇▇▇▇▇ did not exercise the First Refusal Right hereunder; or (b) sale to ▇▇▇▇▇▇ of the portion of the Target Shares which ▇▇▇▇▇▇ has elected to purchase, such sale to be effected in substantial conformity with the provisions of Section 6.3. Failure of Purchaser to deliver timely notification to ▇▇▇▇▇▇ under this Section 6.5 shall be deemed to be an election by Purchaser to sell the Target Shares pursuant to alternative (b) above.
Appears in 2 contracts
Sources: Employee Stock Purchase Agreement (Group 1 Automotive Inc), Employee Stock Purchase Agreement (Group 1 Automotive Inc)