Common use of Right to Transfer Clause in Contracts

Right to Transfer. To the extent the Preferred Shareholders do not elect to purchase the Offered Shares subject to the Transfer Notice, or to participate in the sale of the Co-Sale Shares, the Selling Shareholder may, not later than ninety (90) days following delivery to the Company and each of the Preferred Holders of the Transfer Notice, conclude a transfer of the Offered Shares covered by the Transfer Notice and not elected to be purchased by the Preferred Holders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice. Any proposed transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders and the co-sale right of the Preferred Holders and shall require compliance by the Selling Shareholder with the procedures described in Section 4.3 and Section 4.4 of this Agreement.

Appears in 3 contracts

Samples: Shareholders Agreement (111, Inc.), Shareholders Agreement (111, Inc.), Shareholders Agreement (111, Inc.)

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Right to Transfer. To the extent the Preferred Shareholders do Right Holders have not elect elected to purchase the Offered Shares subject to the Transfer Notice, or Notice pursuant to participate in the sale of the Co-Sale Sharesthis Section 4.1, the Selling Shareholder may, subject to the tag-along right of the Preferred Holders as set forth in Section 4.3 below, not later than ninety one hundred and twenty (90120) days following delivery to the Company and each of the Preferred Holders Right Holder of the Transfer Notice, conclude a transfer of the Offered Shares covered by the Transfer Notice and not elected to be purchased by the Preferred Right Holders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice. Any proposed transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders and the cotag-sale along right of the Preferred Holders and shall require compliance by the Selling Shareholder with the procedures described in this Section 4.3 and Section 4.4 of this Agreement4.1.

Appears in 2 contracts

Samples: Shareholders Agreement (Kingsoft Cloud Holdings LTD), Shareholders Agreement (Kingsoft Cloud Holdings LTD)

Right to Transfer. To Subject to Section 4.5 and 4.8, to the extent the Preferred Shareholders Shareholder do not elect to purchase purchase, or to participate in the sale of, any or all of the Offered Shares subject to the Transfer Notice, or to participate in the sale of the Co-Sale Shares, the Selling Shareholder may, not later than ninety one hundred twenty (90120) days following delivery to the Company and each of the Preferred Holders Shareholder of the Transfer Notice, conclude a transfer of the remaining Offered Shares covered by the Transfer Notice and not elected to be purchased by the Preferred HoldersNon-Selling Shareholders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice; provided that the prospective purchaser of such shares agrees to comply with and be bound by this Agreement, as such may be amended from time to time, to the fullest extent. Any proposed transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders Non-Selling Shareholders and the co-sale right of the Preferred Holders Shareholder and shall require compliance by the Selling Shareholder with the procedures described in Section Sections 4.2 and 4.3 and Section 4.4 of this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (InnoLight Technology Corp)

Right to Transfer. To the extent the Preferred Shareholders Holders do not elect to purchase the Offered Shares subject to the Transfer Noticepurchase, or to participate in the sale of of, the Co-Sale SharesRestricted Shares subject to the Transfer Notice, the Selling Shareholder may, not later than ninety (90) days following delivery to the Company and each of the Preferred Holders of the Transfer Notice, conclude a transfer Transfer of the Offered Restricted Shares covered by the Transfer Notice and not elected to be purchased by the Preferred Holders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice. Any proposed transfer Transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer Transfer of any Offered Restricted Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders and the co-sale right of the Preferred Holders and shall require compliance by the Selling Shareholder with the procedures described in Section 4.3 and Section 4.4 of this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (YX Asset Recovery LTD)

Right to Transfer. To the extent the Preferred Shareholders do not elect to purchase purchase, or to participate in the sale of, any or all of the Offered Shares subject to the Transfer Notice, or to participate in the sale of the Co-Sale Shares, the Selling Shareholder may, not later than ninety (90) days following delivery to the Company and each of the Preferred Holders Shareholders of the Transfer Notice, conclude a transfer of the Offered Shares covered by the Transfer Notice and not elected to be purchased by the Preferred HoldersCompany or the Non-Selling Shareholders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice. Any proposed transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Ordinary Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders Non-Selling Shareholders and the co-sale right of the Preferred Holders Shareholders and shall require compliance by the Selling Shareholder with the procedures described in Section Sections 4.2, and 4.3 and Section 4.4 of this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (Xueda Education Group)

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Right to Transfer. To the extent the Preferred Shareholders Holders do not elect to purchase the Offered Shares subject to the Transfer Noticepurchase, or to participate in the sale of of, the Co-Sale SharesEquity Securities subject to the Transfer Notice, the Selling Shareholder may, not no later than ninety one hundred and twenty (90120) days following delivery to the Company and each of the Preferred Holders of the Transfer Notice, conclude a transfer of the Offered Shares Equity Securities covered by the Transfer Notice and not elected to be purchased by the Preferred Holders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice, subject to the co-sale rights set forth in Section 4.5 and 4.6. Any proposed transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Shares Equity Securities by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders and the co-sale right of the Preferred Holders and shall require compliance by the Selling Shareholder with the procedures described in Section 4.3 and to Section 4.4 4.6 of this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (BlueCity Holdings LTD)

Right to Transfer. To the extent the Preferred Shareholders Holders do not elect to purchase purchase, or to participate in the sale of, the Offered Shares subject to the Transfer Notice, or Notice pursuant to participate in the sale of the Co-Sale SharesSections 4.3 and 4.4, the Selling Shareholder may, not later than ninety one hundred and twenty (90120) days following delivery to the Company and each of the Preferred Holders Holder of the Transfer Notice, conclude a transfer of the Offered Shares covered by the Transfer Notice and not elected to be purchased by the Preferred Holders, which in each case shall be on substantially the same terms and conditions as those described in the Transfer Notice. Any proposed transfer on terms and conditions which are materially different from those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders and the co-sale right of the Preferred Holders and shall require compliance by the Selling Shareholder with the procedures described in Section 4.3 and Section 4.4 of this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (Smart Share Global LTD)

Right to Transfer. To the extent the Preferred Shareholders Restricted Holders do not elect to purchase the Offered Shares subject to the Transfer Noticepurchase, or to participate in the sale of of, the Co-Sale SharesRestricted Shares subject to the Transfer Notice, the Selling Shareholder may, not later than ninety one hundred and twenty (90120) days following delivery to the Company and each expiration of the Preferred Holders of the Transfer NoticeCo-Sale Right Period, conclude a transfer of the Offered Restricted Shares covered by the Transfer Notice and not elected to be purchased by the Preferred Restricted Holders, which in each case shall be on substantially the same terms and conditions as not materially more favorable to the Selling Shareholder than those described in the Transfer Notice. Any proposed transfer on terms and conditions which are materially different from more favorable those described in the Transfer Notice, as well as any subsequent proposed transfer of any Offered Restricted Shares by the Selling Shareholder, shall again be subject to the right of first refusal of the First Refusal Right Holders and the co-sale right of the Preferred Restricted Holders and shall require compliance by the Selling Shareholder with the procedures described in Section 4.3 5.3 and Section 4.4 5.4 of this Agreement.

Appears in 1 contract

Samples: Shareholders Agreement (AutoNavi Holdings LTD)

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