Sale to a Third Party Purchaser. If the Company does not elect to purchase all of the Offered Securities under Section 3.1(b), the Selling Stockholder may, subject to Article II and Section 3.1(e), sell all, but not less than all, of the Offered Securities to a Third Party Purchaser on the terms and conditions set forth in the Offering Notice; provided, however, that such sale is bona fide and made pursuant to a contract entered into within sixty (60) days after the waiver by the Company to purchase the Offered Securities (the “Contract Date”); provided, further, that such sale shall not be consummated unless and until (x) such Third Party Purchaser shall represent in writing to the Company that it is aware of the rights of the Company and the Stockholders contained in this Agreement and (y) prior to the purchase by such Third Party Purchaser of any of such Offered Securities, such Third Party Purchaser shall become a party to this Agreement and shall agree to be bound by the terms and conditions hereof in accordance with Section 2.4 hereof. If such sale is not consummated within thirty (30) days after the Contract Date for any reason, then the restrictions provided for herein shall again become effective, and no Transfer of such Offered Securities may be made thereafter by the Selling Stockholder without again offering the same to the Company in accordance with this Section 3.1.
Sale to a Third Party Purchaser. Unless Xxxxxx ------------------------------- elects to purchase all, but not less than all, of the Offered Securities under Section 3.2.2, the Transferring Stockholder may, subject to Section 3.1.6, sell the Offered Securities to a Third Party Purchaser on terms and conditions no less favorable to the Transferring Stockholder than those set forth in the Offering Notice and at a purchase price per share no less than the Offer Price; provided, however, that such sale is bona fide and made pursuant to a contract -------- ------- entered into within ninety (90) days of the earlier to occur of (a) the waiver by Xxxxxx of his option to purchase the Offered Securities and (b) the expiration of the Xxxxxx Option Period (for purposes of this Section 3.2.4, the earlier of such dates being referred to herein as the "Contract Date"). If such ------------- sale is not consummated within ninety (90) days of the Contract Date for any reason, then the restrictions provided for herein shall again become effective, and no transfer of such Offered Securities may be made thereafter by the Transferring Stockholder without again offering the same to Xxxxxx in accordance with this Section 3.2.
Sale to a Third Party Purchaser. If neither the Company nor the Designees elect to purchase all, but not less than all, of the Offered Securities under Section 2.2.2, the Selling Stockholder may, subject to Section 2.3 sell the Offered Securities to a Third Party Purchaser on the terms and conditions set forth in the Offering Notice; PROVIDED, HOWEVER, that such sale is bona fide and made pursuant to a contract entered into within forty-five (45) days of the earlier to occur of (a) the waiver by the Company and/or the Designees of their respective options to purchase the Offered Securities and (b) the expiration of the Option Period (the earlier of such dates being referred to herein as the "CONTRACT DATE"); and PROVIDED FURTHER, that such sale shall not be consummated unless and until all of the following conditions are met:
Sale to a Third Party Purchaser. Unless the Company and/or the Rightholders elect to purchase all, but not less than all, of the Offered Securities under Sections 3.1.2 and 3.1.3, the Selling Stockholder may, subject to Section 3.1.6, sell the Offered Securities to a Third Party Purchaser on the terms and conditions set forth in the Offering Notice; provided, however, that such sale is bona fide and made pursuant to a contract entered into within ninety (90) days of the earlier to occur of (i) the waiver by the Company and the Rightholders of their options to purchase the Offered Securities and (ii) the expiration of the Option Period (the earlier of such dates being offered herein as the "CONTRACT DATE"); and provided further, that such sale shall not be consummated unless and until all of the following conditions are met:
Sale to a Third Party Purchaser. Unless Citadel elects to purchase all of the Offered Securities under Section 4.2, the Controlling Shareholder may, subject to Section 4.8, sell the remaining Offered Securities not purchased by Citadel to the Third Party Purchaser identified in the Offering Notice at a price not less than the Offer Price, and on terms not more favorable than the terms set forth in the Offering Notice; provided, however, that such sale is bona fide and made pursuant to a contract entered into within thirty (30) days after the earlier to occur of (i) the waiver by Citadel of its right to purchase the Offered Securities and (ii) the expiration of the Option Period (the “Contract Date”); and provided further, that such sale shall not be consummated unless and until (x) such Third Party Purchaser shall represent in writing to Citadel that it is aware of the rights of Citadel contained in this Agreement and (y) prior to the purchase by such Third Party Purchaser of any of such Offered Securities, such Third Party Purchaser shall become a party to this Agreement and agree to be bound by the terms and conditions hereof that are applicable to the Controlling Shareholder, provided that if such Third Party Purchaser, together with any other Third Party Purchasers and on an aggregated basis, owns less than 10% of the Company's outstanding capital stock on an as-converted, fully diluted basis following such sale, then such Third Party Purchaser shall not be bound by Sections 1, 2, 3 and 6 of this Agreement. If such sale is not consummated within thirty (30) days after the ealier to occur of (i) the waiver by Citadel of its options to purchase the offer and (ii) the Contract Date for any reason, then the restrictions provided for herein shall again become effective, and no transfer of such Offered Securities may be made thereafter by the Controlling Shareholder without again offering the same to Citadel in accordance with this Section.
Sale to a Third Party Purchaser. Unless the Non-Selling Shareholders and the Company elect to purchase all, but not less than all, of the Offered Securities under Sections
Sale to a Third Party Purchaser. Unless the Company elects to purchase the Sale Shares under Section 2.2, the Transferring Stockholder may, subject to the SGCP Transfer Consent and Section 2.5, if applicable, sell the Sale Shares (the "Third Party Sale Shares") to a third party purchaser (a "Third Party Purchaser") on terms and conditions no less favorable to the Transferring Stockholder than those set forth in the TS Notice and at a purchase price per share no less than the Offer Price; provided, however, that such sale is bona fide and made pursuant to a contract entered into within 30 days of the earlier to occur of (a) the waiver by the Company of its option to purchase the Third Party Sale Shares and (b) the expiration of the Option Period (for purposes of this Section 2.4, the earlier of such dates being referred to herein as the "Contract Date"). If such sale is not consummated within 90 days of the Contract Date for any reason, then the restrictions provided for herein shall again become effective, and no transfer of such Third Party Sale Shares may be made thereafter by the Transferring Stockholder without again offering the same to the Company in accordance with this Article II.
Sale to a Third Party Purchaser. If the Series C Transferor does not accept, or is deemed not to accept, the offer in the ROFO Exercise Notice or the Founder does not deliver a ROFO Exercise Notice within the ROFO Exercise Period, the Series C Transferor may sell all of the Series C Transfer Shares to any person other than a Competitor (the “Third Party Purchaser”) provided that (1) such sale is bona fide, (2) if a ROFO Exercise Notice is delivered, the price for the sale to the Third Party Purchaser is at a price not less than the price set forth in the ROFO Exercise Notice and the sale is otherwise on terms and conditions no less favorable to the Series C Transferor than those set forth in the ROFO Exercise Notice.
Sale to a Third Party Purchaser. Unless the Company, the ------------------------------- Virgin Stockholders and/or the Other Stockholders elect to purchase all, but not less than all, of the Offered Securities under Sections 3.1.2 and 3.1.3, the Selling Stockholder may, subject to Section 3.1.6, sell the Offered Securities to a Third Party Purchaser on the terms and conditions set forth in the Offering Notice; provided, however, that such sale is bona fide and made -------- ------- pursuant to a contract entered into within sixty (60) days of the earlier to occur of (i) the waiver by the Company and the Stockholders of their options to purchase the Offered Securities and (ii) the expiration of the later to occur of the Option Period and the Stockholder Option Period (the earlier of dates in (i) and (ii) being referred to herein as the "Contract Date"); and ------------- provided further, that such sale shall not be consummated unless and until all -------- ------- of the following conditions are met:
Sale to a Third Party Purchaser. Unless the Company elects to purchase all, but not less than all, of the Offered Securities under Sections 3.2.3 and 3.2.4, the Selling Manager may sell the Offered Securities to a Third Party Purchaser on the terms and conditions set forth in the Offering Notice; provided, however, that such sale is bona fide and made pursuant to a contract entered into within ninety (90) days after the expiration of the Company Option Period (such date to be referred to herein as the “Contract Date”). If such sale is not consummated within forty-five (45) days of the Contract Date for any reason, then the restrictions provided for herein shall again become effective, and no transfer of such Offered Securities may be made thereafter by the Selling Manager without again offering the same to the Company in accordance with this Section 3.2.
