Common use of Stockholder Preemptive Rights Clause in Contracts

Stockholder Preemptive Rights. (a) Subject to Section 9(b) below, if the Company proposes to issue any shares of Common Stock or any securities containing options or rights to acquire any shares of Common Stock or any securities convertible or exchangeable for Common Stock, in each case after the date hereof, the Company will offer to sell to each Stockholder a number of such securities ("Preemptive Shares") so that the Ownership Ratio for such Stockholder immediately after the issuance of such securities (and assuming the purchase of such Preemptive Shares) would be equal to the Ownership Ratio for such Stockholder immediately prior to such issuance of securities. The Company shall give each Stockholder at least thirty (30) days prior written notice of any proposed issuance, which notice shall disclose in reasonable detail the proposed terms and conditions of such issuance (the "Issuance Notice"). Each Stockholder will be entitled to purchase such securities at the same price, on the same terms (including, if more than one type of security is issued, the same proportionate mix of such securities), and at the same time as the securities are issued by delivery of irrevocable written notice (the "Election Notice") to the Company of such election within thirty (30) days after delivery of the Issuance Notice (the "Preemptive Period"). If any Stockholder has elected to purchase any Preemptive Shares, the sale of such shares shall be consummated as soon as practical (but in any event within fifteen (15) days) after the delivery of the Election Notice. To the extent the Stockholders do not elect to, or are not entitled to, purchase all of the Preemptive Shares, then the Company may issue the remaining Preemptive Shares at a price and on terms no more favorable to the transferee(s) thereof specified in the Issuance Notice during the 120-day period following the Preemptive Period.

Stockholder Preemptive Rights. (a) Subject to Section 9(b6(b) below, if the Company proposes to issue any shares of Common Stock or any securities containing options or rights to acquire any shares of Common Stock or any securities convertible or exchangeable for Common StockEquivalents, in each case after the date hereof, the Company will offer to sell to each Stockholder a number of such securities ("Preemptive “Offered Shares"”) so that the Ownership Ratio for such Stockholder immediately after the issuance of such securities (and assuming the purchase of such Preemptive Offered Shares) would be equal to the Ownership Ratio for such Stockholder immediately prior to such issuance of securities. The Company shall give each Stockholder at least thirty (30) days prior written notice of any proposed issuance, which notice shall disclose in reasonable detail the proposed terms and conditions of such issuance (the "“Issuance Notice"”). Each Stockholder will be entitled to purchase such securities at the same price, on the same terms (including, if more than one type of security is issued, the same proportionate mix of such securities), and at the same time as the securities are issued by delivery of irrevocable written notice (the "“Election Notice"”) to the Company of such election within thirty (30) days after delivery of the Issuance Notice (the "“Preemptive Period"”). If any Stockholder has elected to purchase any Preemptive Offered Shares, the sale of such shares shall be consummated as soon as practical (but in any event within fifteen (15) days) after the delivery of the Election Notice. To the extent the Stockholders do not elect to, or are not entitled to, purchase all of the Preemptive Offered Shares, then the Company may issue the remaining Preemptive Offered Shares at a price and on terms no more favorable to the transferee(s) thereof specified in the Issuance Notice during the 120-day period following the Preemptive Period.

Stockholder Preemptive Rights. (a) Subject to Section 9(bsubsection (b) below, if the Company proposes to issue issues any shares of Common Stock or any securities containing options or rights to acquire any shares of Common Stock or any securities convertible or exchangeable for Common StockStock Equivalents, in each case after the date hereof, other than pursuant to an Exempted Issuance (as defined below), the Company will offer to sell to each Stockholder (other than the Founders) a number of such securities ("Preemptive Offered Shares") so that the Ownership Ratio for such Stockholder immediately after the issuance of such securities (and assuming the purchase of such Preemptive Offered Shares) would be equal to the Ownership Ratio for such Stockholder immediately prior to such issuance of securities. The Company shall give each Stockholder (other than the Founders) at least thirty (30) days prior written notice of any proposed issuance, which notice shall disclose in reasonable detail the proposed terms and conditions of such issuance (the "Issuance Notice"). Each Stockholder (other than the Founders) will be entitled to purchase such securities at the same price, on the same terms (including, if more than one type of security is issued, the same proportionate mix of such securities), and at the same time as the securities are issued by delivery of irrevocable written notice (the "Election Notice") to the Company of such election within thirty (30) days after delivery of the Issuance Notice (the "Preemptive PeriodElection Notice"). If any Stockholder (other than the Founders) has elected to purchase any Preemptive Offered Shares, the sale of such shares shall be consummated as soon as practical (but in any event within fifteen (15) days) after the delivery of the Election Notice. To the extent the Stockholders do not elect to, or are not entitled to, purchase all of the Preemptive Shares, then the Company may issue the remaining Preemptive Shares at a price and on terms no more favorable to the transferee(s) thereof specified in the Issuance Notice during the 120-day period following the Preemptive Period.