Common use of Put Right Clause in Contracts

Put Right. If a Selling Shareholder transfers any Stock in contravention of an Investor’s Right of Co-Sale under this Agreement (a “Prohibited Transfer”), or if an Incomplete Co-Sale occurs and the provisions of Section 5 hereof apply, the relevant Investor may require such Selling Shareholder to purchase from such Investor, for cash or such other consideration as the Selling Shareholder received in the Prohibited Transfer or Incomplete Co-Sale, that number of shares of Stock (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, if such Investor then owns Stock of such class, series or type, and otherwise of Common Stock) having a purchase price equal to the aggregate purchase price such Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s Right of Co-Sale with respect thereto (the Shareholder’s “Put Right”). An Investor may exercise such Investor’s Put Right by delivery of written notice to the Selling Shareholder and the Company (a “Put Notice”) within ten (10) days after such Investor becomes aware of the Prohibited Transfer or Incomplete Co-Sale. The closing of such sale to the Selling Shareholder under such Investor’s Put Right will occur within seven (7) days after the date of such Shareholder’s Put Notice.

Appears in 2 contracts

Samples: Third Amended and Restated Shareholders Agreement (RealD Inc.), Shareholders Agreement (RealD Inc.)

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Put Right. If a Selling Shareholder transfers Seller Transfers any Stock in contravention of an Investor’s the Investors' Right of Co-Sale under this Agreement (a “Prohibited Transfer”"PROHIBITED TRANSFER"), or if the Proposed Transferee of Offered Shares desires to purchase a class, series or type of Stock offered by the Seller but not held by an Incomplete Co-Sale occurs and Investor or the provisions Proposed Transferee is unwilling to purchase any Stock from an Investor, such Investor may, by delivery of Section 5 hereof applywritten notice to such Seller (a "PUT NOTICE") within ten (10) Business Days after the later of (i) the Closing, or (ii) the relevant date on which such Investor may becomes aware of the Prohibited Transfer or the terms thereof, require such Selling Shareholder Seller to purchase from such Investor, for cash or such other consideration as the Selling Shareholder Seller received in the Prohibited Transfer or Incomplete Co-Saleat the Closing, that a number of shares of Stock Selling Investor Shares (of the same class, series class or type as transferred Transferred in the Prohibited Transfer or Incomplete Co-Sale, at the Closing if such Investor then owns Stock of such class, series class or type, and ; otherwise of Common Stockpreferred stock or common stock) having a purchase price equal to the aggregate purchase price such that the Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able elected to consummate such Investor’s exercise its Right of Co-Sale with respect thereto (or in the Shareholder’s “Put Right”). An Investor may exercise such Investor’s Put Right by delivery of written notice Closing if the Proposed Transferee had been willing to purchase the Selling Shareholder and the Company (a “Put Notice”) within ten (10) days after such Investor becomes aware Shares of the Prohibited Transfer or Incomplete Co-SaleInvestor. The closing of such sale to the Selling Shareholder under such Investor’s Put Right Seller will occur within seven ten (710) days after the date of such Shareholder’s Investor's Put NoticeNotice to such Seller.

Appears in 2 contracts

Samples: Investor Rights Agreement (Third Wave Technologies Inc /Wi), Investor Rights Agreement (Third Wave Technologies Inc /Wi)

Put Right. If a Selling Shareholder Crane transfers any Stock in contravention of an Investor’s the --------- Purchasers' Right of Co-Sale under this Agreement (a "Prohibited Transfer"), or if an Incomplete Co-Sale occurs the proposed transferee of Offered Stock desires to purchase only the class, series or type of stock offered by Crane or is unwilling to purchase any Stock from the Purchaser and the provisions of Section 5 hereof apply, the relevant Investor may Purchaser may, by delivery of written notice to Crane (a "Put Notice") within ten (10) days after (i) the Closing as defined in Subsection 4(b) above, or (ii) the date on which the Purchaser becomes aware of the Prohibited Transfer or the terms thereof require such Selling Shareholder Crane to purchase from such Investor, the Purchaser for cash or such other consideration as the Selling Shareholder Crane received in the Prohibited Transfer or Incomplete Co-Sale, at the Closing that number of shares of Stock (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, at the Closing if such Investor the Purchaser then owns Stock of such class, series or type, and ; otherwise of Common Stock) having a purchase price equal to the aggregate purchase price such Investor the Purchaser would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor the Purchaser had exercised and been able elected to consummate such Investor’s Right exercise its right of Co-Sale with respect thereto (or in the Shareholder’s “Put Right”). An Investor may exercise such Investor’s Put Right by delivery of written notice Closing if the proposed transferee had been willing to purchase the Selling Shareholder and the Company (a “Put Notice”) within ten (10) days after such Investor becomes aware Stock of the Prohibited Transfer or Incomplete Co-SalePurchaser. The closing of such sale to the Selling Shareholder under such Investor’s Put Right Crane will occur within seven (7) days after the date of such Shareholder’s the Purchaser's Put NoticeNotice to Crane.

Appears in 2 contracts

Samples: Voting Agreement (Comps Com Inc), Voting Agreement (Comps Com Inc)

Put Right. If a Selling Shareholder transfers any Stock in contravention of an Investor’s Right of Co-Sale under this Agreement (a “Prohibited Transfer”), or if an Incomplete Co-Sale occurs and the provisions of Section 5 4.3 hereof apply, the relevant Investor may require such Selling Shareholder to purchase from such Investor, for cash or such other consideration as the Selling Shareholder received in the Prohibited Transfer or Incomplete Co-Sale, that number of shares of Stock (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, if such Investor then owns Stock of such class, series or type, and otherwise of Common Stock) having a purchase price equal to the aggregate purchase price such Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s Right of Co-Sale with respect thereto (the ShareholderInvestor’s “Put Right”). An Investor may exercise such Investor’s Put Right by delivery of written notice to the Selling Shareholder and the Company (a “Put Notice”) within ten (10) days after such Investor becomes aware of the Prohibited Transfer or Incomplete Co-Sale. The closing of such sale to the Selling Shareholder under such Investor’s Put Right will occur within seven (7) days after the date of such ShareholderInvestor’s Put Notice.

Appears in 2 contracts

Samples: Right of First (Energy & Power Solutions, Inc.), Right of First (Energy & Power Solutions, Inc.)

Put Right. If a Selling Shareholder Founder transfers any Stock in contravention of an --------- Investor’s 's Right of Co-Sale under this Agreement (a "Prohibited Transfer"), or -------------------- if an Incomplete Co-Sale occurs the proposed transferee of Offered Stock desires to purchase only the class, series or type of stock offered by a Founder and the provisions Investor does not have a right to convert securities held by such Investor into such class, series or type, such Investor may, by delivery of Section 5 hereof applywritten notice to the Founder (a "Put --- Notice") within ten (10) days after (i) the Closing as defined in Subsection ------ 3(b) above or (ii) the date on which such Investor becomes aware of the Prohibited Transfer or the terms thereof, require the relevant Investor may require such Selling Shareholder Founder to purchase from such Investor, Investor for cash or such other consideration as the Selling Shareholder Founder received in the Prohibited Transfer or Incomplete Co-Sale, at the Closing that number of shares of Stock (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Saleat the Closing, if provided such Investor then owns Stock of such class, series or type, and ; otherwise of Common Stock) having a purchase price equal to the aggregate purchase price such Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s Right its right of Co-Sale with respect thereto (or in the Shareholder’s “Put Right”). An Investor may exercise Closing if the proposed transferee had been willing to purchase the Stock of such Investor’s Put Right by delivery of written notice to the Selling Shareholder and the Company (a “Put Notice”) within ten (10) days after such Investor becomes aware of the Prohibited Transfer or Incomplete Co-Sale. The closing of such sale to the Selling Shareholder under such Investor’s Put Right Founder will occur within seven (7) days after the date of such Shareholder’s the Put NoticeNotice to the Founder.

Appears in 1 contract

Samples: Stockholders' Agreement (Emusic Com Inc)

Put Right. If a Selling Shareholder transfers any Stock Equity Securities in contravention of an Investor’s Right of Co-Sale under this Agreement (a “Prohibited Transfer”), or if an Incomplete Co-Sale occurs and the provisions of Section 5 8 hereof apply, the relevant Investor may require such Selling Shareholder to purchase from such Investor, for cash or such other consideration as the Selling Shareholder received in the Prohibited Transfer or Incomplete Co-Sale, that number of shares of Stock Equity Securities (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, if such Investor then owns Stock Equity Securities of such class, series or type, and otherwise of Common StockOrdinary Shares) having a purchase price equal to the aggregate purchase price such Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s Right of Co-Sale with respect thereto (the ShareholderInvestor’s “Put Right”). An Investor may exercise such Investor’s Put Right by delivery of written notice to the Selling Shareholder and the Company (a “Put Notice”) within ten (10) business days after such Investor becomes aware of the Prohibited Transfer or Incomplete Co-Sale. The closing of such sale to the Selling Shareholder under such Investor’s Put Right will occur within seven (7) business days after the date of such ShareholderInvestor’s Put Notice.

Appears in 1 contract

Samples: Shareholders Agreement (Taomee Holdings LTD)

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Put Right. If a Selling Shareholder Stockholder transfers any Stock in contravention of an Investor’s 's Right of Co-Sale under this Agreement (a "Prohibited Transfer"), or if an Incomplete Co-Sale occurs and the provisions of Section 5 4 hereof apply, the relevant Investor may require such Selling Shareholder Stockholder to purchase from such Investor, for cash or such other consideration as the Selling Shareholder Stockholder received in the Prohibited Transfer or Incomplete Co-Sale, that number of shares of Stock (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, if such Investor then owns Stock of such class, series or type, and otherwise of Common Stock or Series A Stock) having a purchase price equal to the aggregate purchase price such Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s 's Right of Co-Sale with respect thereto (the Shareholder’s “Investor's "Put Right"). An Investor may exercise such Investor’s 's Put Right by delivery of written notice to the Selling Shareholder Stockholder and the Company (a "Put Notice") within ten thirty (1030) days after such Investor becomes aware of the Prohibited Transfer or Incomplete Co-Sale. The closing of such sale to the Selling Shareholder Stockholder under such Investor’s 's Put Right will occur within seven (7) days after the date of such Shareholder’s Investor's Put NoticeNotice (or, at the option of an Investor exercising rights under this Section 5.2 in the case of an Incomplete Co-Sale, at the closing of the Incomplete Co-Sale).

Appears in 1 contract

Samples: Co Sale Agreement (Sorrento Networks Corp)

Put Right. If a Selling Shareholder Common Stock Holder transfers any Stock Shares in contravention of an Investor’s Right of Co-Sale under this Agreement the rights hereunder (a “Prohibited Transfer”), or if an Incomplete Co-Sale occurs and the provisions proposed transferee of Section 5 hereof applyOffered Shares is unwilling to purchase any Shares from the Exercising Shareholder, the relevant Investor may Exercising Shareholder may, by delivery of written notice to the Common Stock Holder (a “Put Notice”) within fifteen (15) days after (i) the Closing as defined in Subsection 4(b) above, or (ii) the date on which the Exercising Shareholder becomes aware of the Prohibited Transfer or the terms thereof, require such Selling Shareholder the Common Stock Holder to purchase from such Investor, the Exercising Shareholder for cash or such other consideration as the Selling Shareholder Common Stock Holder received in the Prohibited Transfer or Incomplete Co-Sale, at the Closing that number of shares of Stock Shares (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, at the Closing if such Investor the Exercising Shareholder then owns Stock Shares of such class, series or type, and ; otherwise of Common Stock) having a purchase price equal to the aggregate purchase price such Investor the Exercising Shareholder would have received in the closing Closing of such Prohibited Transfer if the Exercising Shareholder had elected to exercise its Right of First Refusal or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s Right of Co-Sale with respect thereto (or in the Shareholder’s “Put Right”). An Investor may exercise such Investor’s Put Right by delivery of written notice Closing if the proposed transferee had been willing to purchase the Selling Shareholder and the Company (a “Put Notice”) within ten (10) days after such Investor becomes aware Shares of the Prohibited Transfer or Incomplete Co-SaleExercising Shareholder. The closing of such sale to the Selling Shareholder under such Investor’s Put Right Common Stock Holder will occur within seven (7) days after the date of such the Exercising Shareholder’s Put NoticeNotice to the Common Stock Holder.

Appears in 1 contract

Samples: Sale Agreement (Reply! Inc)

Put Right. If a Selling Transferring Shareholder transfers Transfers any Stock in --------- contravention of an Investor’s 's Right of Co-Sale under this Agreement (a "Prohibited Transfer"), or if an Incomplete Co-Sale occurs and the provisions of Section 5 3.3 hereof apply, the relevant Investor may require such Selling Transferring Shareholder to purchase from such Investor, for cash or such other consideration as the Selling Transferring Shareholder received in the Prohibited Transfer or Incomplete Co-Sale, that number of shares of Stock (of the same class, series or type as transferred in the Prohibited Transfer or Incomplete Co-Sale, if such Investor then owns Stock of such class, series or type, and otherwise of Common Stock) having a purchase price equal to the aggregate purchase price such Investor would have received in the closing of such Prohibited Transfer or Incomplete Co-Sale if such Investor had exercised and been able to consummate such Investor’s 's Right of Co-Sale with respect thereto (the Shareholder’s “Investor's "Put Right"). An Investor may exercise such Investor’s 's Put Right by delivery of written notice to the Selling Transferring Shareholder and the Company (a "Put Notice") within ten (10) days after such Investor becomes aware of the Prohibited Transfer or Incomplete Co-Sale. The closing of such sale to the Selling Transferring Shareholder under such Investor’s 's Put Right will occur within seven (7) days after the date of such Shareholder’s Investor's Put Notice.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Alladvantage Com Inc)

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