Common use of Company’s Right of First Refusal Clause in Contracts

Company’s Right of First Refusal. The Company shall have an option for a period of [***] from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of such [ten (10) day] period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer against delivery of the Offered Shares to be purchased at a time and place agreed upon between the parties, which time shall be no later than [***] after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(d).

Appears in 3 contracts

Samples: Sale Agreement (PureTech Health PLC), Sale Agreement (PureTech Health PLC), Sale Agreement (PureTech Health PLC)

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Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder Stockholder in writing before expiration of such [ten (10) day] day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder Stockholder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii2.1(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(dsubsection 2.1(d).

Appears in 2 contracts

Samples: Sale Agreement (Synacor, Inc.), Sale Agreement (Synacor, Inc.)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of such [ten (10) day] day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-third party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii3.2(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b3.2(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Remaining Holders pursuant to Section 2.1(c)-(dsubsection 3.2(d).

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Gushan Environmental Energy LTD), Agreement (Gushan Environmental Energy LTD)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase all, and not less than all, of the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of the such [ten (10) day] period as to the number of such shares that it wishes to purchaseday period. If the Company gives the Selling Common Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii2.1(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(dsubsection 2.1(d).

Appears in 2 contracts

Samples: Contribution Agreement (CastleRock Security Holdings, Inc.), Right of First Refusal Agreement (CastleRock Security Holdings, Inc.)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase all or any portion of the Offered Shares Securities at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares Securities by notifying the Selling Common Holder Shareholder in writing before expiration of such [ten (10) day] day period as to the number of such shares Offered Securities that it wishes to purchase. If the Company gives the Selling Common Holder Shareholder notice that it desires to purchase such sharesOffered Securities, then payment for the Offered Shares Securities shall be made by check or wire transfer transfer, against delivery of the Offered Shares Securities to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii). If the Company fails to purchase any or all of the Offered Shares Securities by exercising the option granted in this Section 2.1(b) within the 10-day period provided, the remaining Offered Shares Securities shall be subject to the options granted to the Expedia Shareholder and the Holders pursuant to Section 2.1(c)-(d2.1(d).

Appears in 1 contract

Samples: Adoption Agreement (Despegar.com, Corp.)

Company’s Right of First Refusal. The Company shall have an option option, for a period thirty (30) Business Days after receiving the Notice (the “Option Period”) to give written notice to the selling Key Holder of [***] from Delivery its election to purchase some or all of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common selling Key Holder in writing before expiration of such [ten thirty (1030) day] Business Day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common selling Key Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer against delivery of the Offered Shares to be purchased at a time and place agreed upon between the parties, which time shall be no later than [***] forty-five (45) Business Days after Delivery delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii)established. If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b1.2(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders Investors pursuant to Section 2.1(c)-(d1.2(c).

Appears in 1 contract

Samples: Sale Agreement (Avalanche Biotechnologies, Inc.)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder Stockholder in writing before expiration of such [ten (10) day] day period as to the number of such shares Offered Shares that it wishes to purchase. If the Company gives the Selling Common Holder Stockholder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii2.1(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(dsubsection 2.1(d).

Appears in 1 contract

Samples: First Refusal and Co Sale Agreement (Qlik Technologies Inc)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) Business Days from Delivery delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder Stockholder in writing before expiration of such [ten (10) day] Business Day period as to the number of such shares Offered Shares that it wishes to purchase. If the Company gives the Selling Common Holder Stockholder notice that it desires to purchase such sharesany Offered Shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] thirty (30) Business Days after Delivery delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii5.01(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b5.01(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders Significant Stockholders pursuant to Section 2.1(c)-(d5.01(d).

Appears in 1 contract

Samples: Stockholders Agreement (E2open Inc)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder Founder in writing before expiration of such [ten (10) day] day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder Founder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii2.1(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(dsubsection 2.1(d).

Appears in 1 contract

Samples: First Refusal and Co Sale Agreement (RPX Corp)

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Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of such [ten (10) day] day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer against delivery of the Offered Shares to be purchased at a time and place agreed upon between the parties, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii)) . If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(d2.1(d).

Appears in 1 contract

Samples: Sale Agreement (WayBetter, Inc.)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of such [ten (10) day***] period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer against delivery of the Offered Shares to be purchased at a time and place agreed upon between the parties, which time shall be no later than [***] after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(d).

Appears in 1 contract

Samples: Sale Agreement (PureTech Health PLC)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder Shareholder in writing before expiration of such [ten (10) day] day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder Shareholder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer transfer, against delivery of the Offered Shares to be purchased at a time and place agreed upon between the partiesparties and at the time of the scheduled closing therefor, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares purchase price has not yet been established pursuant to Section 2.1(e)(ii2.1(e). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Preferred Holders pursuant to Section 2.1(c)-(d2.1(d).

Appears in 1 contract

Samples: Sale Agreement (New Oriental Education & Technology Group Inc.)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] ten (10) days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of such [ten (10) day] day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder notice that it desires to purchase such shares, then payment for the Offered Shares shall be made by check or wire transfer against delivery of the Offered Shares to be purchased at a time and place agreed upon between the parties, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(d2.1(d).

Appears in 1 contract

Samples: First Refusal and Co Sale Agreement (Rise Companies Corp)

Company’s Right of First Refusal. The Company shall have an option for a period of [***] twenty (20) business days from Delivery of the Transfer Notice to elect to purchase the Offered Shares at the same price and subject to the same material terms and conditions as described in the Transfer Notice. The Company may exercise such purchase option and purchase all or any portion of the Offered Shares by notifying the Selling Common Holder in writing before expiration of such [ten twenty (1020) day] business day period as to the number of such shares that it wishes to purchase. If the Company gives the Selling Common Holder notice that it desires to purchase such sharesnotice, then payment for the Offered Shares so elected to be purchased by the Company shall be made by check or wire transfer against delivery of the such Offered Shares to be purchased at a time and place agreed upon between the parties, which time shall be no later than [***] forty-five (45) days after Delivery to the Company of the Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third-party transferee(s) (in which case the agreed time for the purchase shall be no later than such contemplated date) or unless the value of the consideration to be paid for the Offered Shares has not yet been established pursuant to Section 2.1(e)(ii) (in which case the timing of the purchase shall be determined in accordance with Section 2.1(e)(ii)). If the Company fails to purchase any or all of the Offered Shares by exercising the option granted in this Section 2.1(b) within the 20-business day period provided, the remaining Offered Shares shall be subject to the options granted to the Holders pursuant to Section 2.1(c)-(d2.1(d).

Appears in 1 contract

Samples: First Refusal and Co Sale Agreement (Crush Capital Inc.)

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