Common use of Right of First Refusal and Sale of Stock Clause in Contracts

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx desires to sell any of the Capital Stock to another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx than those set forth in the Notice of Sale. In the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx may sell the Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx executing a Non-Competition Agreement in the form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx desires to Dr. Whitaker xxxxxxx xx sell any of the Capital Stock to another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon If the sale of such Capital Stock represents twenty five (25%) percent or less of the Capital Stock, then, unless the MSO or OMEGA reasonably believes such Purchaser to be unacceptable, such transfer shall not constitute a Transfer Event. If such sale is greater the twenty five (25%) percent of the Capital Stock then upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx than those Dr. Whitakex xxxx xxxxx set forth in the Notice of Sale. In the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx may sell the Dr. Whitaker xxx xxxx xxe Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, Purchaser upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx executing a Dr. Whitaker xxxxxxxxx x Non-Competition Agreement in the form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx desires Dr. Feldman to sell any of the Capital Stock to another orthodontist orthodontisx (a x "PurchaserXxxxxaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Feldman than those set forth in the Notice of Sale. In the event the Successor evenx xxx Xxxxessor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Feldman may sell the Capital Stock to the Purchaser, with the consent of xxxxxxx xx the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Dr. Feldman executing a Non-Competition Agreement in the form attached hereto as attachxx xxxxxx xs Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Dr. Leonard desires to sell any of the Capital Stock to Capitax Xxxxx xo another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Leonard than those set forth in the Notice of Salexx Xxxx. In Xn the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Leonard may sell the Capital Stock to the PurchaserPuxxxxxxx, with xxth the consent of the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Dr. Leonard executing a Non-Competition Agreement in the form Agreemexx xx xxx xxrm attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Dr. Schmisseur desires to sell any of the Capital Stock to another orthodontist xxxxxxxxxxxx (a x "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO with respect to all of the Capital Stock shall become exercisable for a period of three (3) months, provided however, that the exercise price per share and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Schmisseur than those set forth in the Notice of Sale. In the event the Successor xxxxx xxx Xxxxessor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Schmisseur may sell the Capital Stock to the Purchaser, with the consent of the thx xxxxxxx xx xxe MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by no more favorable to the MSOPurchaser than those applicable to Dr. Schmisseur, and (ii) upon Xx. Xxxxxxx Dr. Schmisseur executing a Non-Competition Agreement Compexxxxxx Xxxxxxxnt in the form attached hereto atxxxxxx xxxxxx as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Dr. Gray desires to sell any of the Capital Stock to another orthodontist Stxxx xx xnother endodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Gray than those set forth in the Notice of SaleSxxx. In Xx the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Gray may sell the Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, upon Purchxxxx xxxn the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Dr. Gray executing a Non-Competition Agreement in the Agreemexx xx xhe form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx desires to Dr. Holt dxxxxxx xx sell any of the Capital Stock to another orthodontist endodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon If the sale of such Capital Stock represents twenty five (25%) percent or less of the Capital Stock, then, unless the MSO or OMEGA reasonably believes such Purchaser to be unacceptable, such transfer shall not constitute a Transfer Event. If such sale is greater the twenty five (25%) percent of the Capital Stock then upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx than those Dr. Holt thax xxxxx set forth in the Notice of Sale. In the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Holt may sell the xxxx xxe Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, Purchaser upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx executing Dr. Holt exxxxxxxx a Non-Competition Agreement in the form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Dr. Longworth desires to sell any of the Capital Stock to Capitax Xxxxx xx another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Longworth than those set forth in the Notice of Salexx Xxxx. In Xx the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Longworth may sell the Capital Stock to the PurchaserXxxxxxxxx, with xxth the consent of the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Dr. Longworth executing a Non-Competition Agreement in the form Agreexxxx xx xxx xxrm attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Dr. Schneekluth desires to sell any of the Capital Stock to another orthodontist xxxxxxxxxxxx (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Schneekluth than those set forth in the Notice of Sale. In the event the Successor xxxxx xxx Xxxxxxsor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Schneekluth may sell the Capital Stock to the Purchaser, with the consent of the txx xxxxxxx xx xhe MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Dr. Schneekluth executing a Non-Competition Agreement in the form attached hereto as axxxxxxx xxxxxx xs Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Dr. Villa desires to sell any of the Capital Stock to another Stxxx xx xxother orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Dr. Villa than those set forth in the Notice of Salexx Xxxx. In the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Dr. Villa may sell the Capital Stock to the PurchaserPuxxxxxxx, with the consent of the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Dr. Villa executing a Non-Non- Competition Agreement in the Agreemexx xx xxx form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Xxxxx desires to sell any of the Capital Stock to another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Stock Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Xxxxx than those set forth in the Notice of Sale. In the event the Successor Stock Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Xxxxx may sell the Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Xxxxx executing a Non-Competition Agreement in the form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx Xxxxxx desires to sell any of the Capital Stock to another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx Xxxxxx than those set forth in the Notice of Sale. In the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx Xxxxxx may sell the Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx Xxxxxx executing a Non-Competition Agreement in the form attached hereto as Exhibit C.

Right of First Refusal and Sale of Stock. If Xx. Xxxxxxx desires to Dr. Schneeklxxx xxxxxxx xx sell any of the Capital Stock to another orthodontist (a "Purchaser"), he shall first give notice to the MSO of his intent to sell such Capital Stock ("Notice of Sale"), giving to the MSO such information as shall be reasonably requested by it to ascertain the qualifications and suitability of the Purchaser to conduct or to perform professional services on behalf of the New PC and the terms and conditions of such proposed sale to the Purchaser. Upon If the sale of such Capital Stock represents twenty five (25%) percent or less of the Capital Stock, then, unless the MSO or OMEGA reasonably believes such Purchaser to be unacceptable, such transfer shall not constitute a Transfer Event. If such sale is greater the twenty five (25%) percent of the Capital Stock then upon receipt of such Notice, the Successor Designation Option of the MSO shall become exercisable for a period of three (3) months, provided however, that the exercise price and terms of purchase of the Capital Stock shall be no less favorable to Xx. Xxxxxxx than those Dr. Schneekxxxx xxxx xxxxx set forth in the Notice of Sale. In the event the Successor Designation Option is not exercised during such three (3) month period, Xx. Xxxxxxx may sell the Dr. Schneekxxxx xxx xxxx xxe Capital Stock to the Purchaser, with the consent of the MSO, which consent shall not be unreasonably withheld, Purchaser upon the terms and conditions set forth in the Notice of Sale, provided however, that such sale shall be conditioned: (i) upon the Purchaser joining in this Agreement and entering into an employment agreement with the New PC on such terms and conditions as may be approved by the MSO, and (ii) upon Xx. Xxxxxxx executing a Dr. Schneekxxxx xxxxxxxxx x Non-Competition Agreement in the form attached hereto as Exhibit C.