Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.
Sale Without Notice. In lieu of giving notice to the Holders prior to the issuance of Equity Securities as provided in Section 16.2, the Company may elect to give notice to the Holders within 30 days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Holder shall have 30 days from the date of receipt of such notice to elect to purchase its pro rata share of Equity Securities (as defined in Section 16.1, and calculated by excluding such already issued Equity Securities from the Fully Diluted Common). The closing of such sale shall occur within 60 days of the date of notice to the Holders.
Sale Without Notice. 18 4.5 Termination and Waiver of Rights of First Refusal............................18 4.6 Transfer of Rights of First Refusal..........................................18 4.7 Excluded Securities..........................................................18 SECTION 5. MISCELLANEOUS................................................................19
Sale Without Notice. In lieu of giving notice to the Right of First Refusal Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Right of First Refusal Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Right of First Refusal Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase its pro rata share of Equity Securities (as defined in Section 4.1, and calculated before giving effect to the sale of the Equity Securities to the purchasers thereof). The closing of such sale shall occur within sixty (60) days of the date of notice to the Right of First Refusal Investors.
Sale Without Notice. Notwithstanding the forgoing, in lieu of giving notice to the Participation Rights Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Participation Rights Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Participation Rights Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Participation Rights Investor, maintain such Participation Rights Investor’s pro rata share (as set forth in Section 4.1) of the Company’s Equity Securities. The closing of such sale shall occur within sixty (60) days of the date of notice to the Participation Rights Investors.
Sale Without Notice. In lieu of giving notice to the Preferred Stock Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Preferred Stock Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each
Sale Without Notice. In lieu of giving notice to the Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would maintain such Investor’s pro rata share of the Company’s equity securities after giving effect to such issuance. The closing of such sale shall occur within sixty (60) days of the date of notice to the Investors. The Company shall promptly, in writing, inform each Fully-Exercising Investor that elects to purchase all the shares available to it of any other Investor’s failure to do likewise. During the ten (10) day period commencing after such information is given, each Fully-Exercising Investor may elect to up to its Oversubscription Share of the unsubscribed Equity Securities. Notwithstanding the foregoing, the Company shall not be required to offer or sell such Equity Securities to any Investor who would cause the Company to be in violation of applicable federal securities laws by virtue of such offer or sale.
Sale Without Notice. In lieu of giving notice to the Major A-1 Investors or Conversion Investor, as the case may be, prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major A-1 Investors or Conversion Investor, as the case may be, within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major A-1 Investor or Conversion Investor, as the case may be, shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major A-1 Investor or Conversion Investor, as the case may be, maintain such Major A-1 Investor’s or Conversion Investor’s, as the case may be, pro rata share (as set forth in Section 4.1(a) or (b) as the case may be) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major A-1 Investors or Conversion Investor, as the case may be.
Sale Without Notice. In lieu of giving notice to the Rights Holders prior to the issuance of New Securities as provided in Section 3.3, the Company, with the prior written consent of the Major Investors holding shares of Series A Stock, Series A-1 Stock, Series B Stock, Series B-1 Stock, Series B-2 Stock, Series C Stock and/or Conversion Stock representing and/or convertible into a majority of all the Investors’ Shares (as defined below), voting together as a single class on an as-converted basis, may elect to give notice to the Rights Holders within fifteen (15) days after the issuance of New Securities. Such notice shall describe the type, price and terms of the New Securities. Each Rights Holder shall have ten (10) business days from the date such notice is effective, as determined pursuant to Section 6.1 hereof based upon the manner or method of notice, to agree in writing to purchase such Rights Holder’s Pro Rata Share of such New Securities for the price and upon the general terms specified in the notice by giving written notice to the Company and stating therein the quantity of New Securities to be purchased (not to exceed such Rights Holder’s Pro Rata Share). The rights of overallotment purchases and the terms of overallotment purchases set forth in Section 3.3 will apply to any sale of New Securities under this Section 3.6 as well. The closing of the sale under this Section 3.6 shall occur within thirty (30) days of the date of notice to the Rights Holders under this Section 3.6.
Sale Without Notice. In lieu of giving notice to the Purchaser prior to the issuance of Equity Securities as provided in Section L(2), the Company may elect to give notice to the Purchaser within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. The Purchaser shall have fifteen (15) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by the Purchaser, maintain the Purchaser’s pro rata share (as set forth in Section L(1)) of the Company’s equity securities. The closing of such sale shall occur within sixty (60) days of the date of notice to the Purchaser.
