Option of the Company. The other Owners shall have the option to transfer their collective purchase rights under sections 2, 3, 4, and 5 of this Article II to the Company. The effect shall be that the Company may purchase the Offered Units in lieu of the purchase of such Units by the other Owners. The Company shall be bound by the time periods set forth above, the purchase price provisions of Article II, and the payment provisions of Article III. The Company may acquire such amounts of life insurance on the lives of the Owners as it deems appropriate to enable it to purchase Offered Units. The option created under this paragraph may be exercised by a consent to transfer signed by Owners who hold at least 0.00 percent of the outstanding Units.
Option of the Company. As to any Shares subject to a Prohibited Transfer which the Company has declared effective under Paragraph 3.3(a), the Company shall have the option to purchase all (but not less than all) of such Shares. The purchase price shall be the lesser of (i) the price per share at which such Shares were Transferred or (ii) the Fair Market Value per Share as of the date of the Prohibited Transfer, which in the case of a Prohibited Transfer upon death or the termination of the Estate of a deceased Shareholder shall be deemed to be the date of the death of such Shareholder, as determined under Paragraph 3.4. The closing of the sale and the terms and conditions pursuant to which such purchase price shall be payable shall be as set forth in Paragraph 3.5. Such option shall be exercisable by written notice from the Company to the holder of such Shares which is given at any time within the one (1) year period which commences on the date the Company discovers such Prohibited Transfer (the “Exercise Period”). If the Company does not exercise such option within the Exercise Period, title to such Shares which were Transferred in violation of this Agreement shall vest in the holder thereof, who shall be bound by this Agreement as if such holder were an original party hereto; provided, however, that, as a condition precedent to the effectiveness of such Transfer, such holder (or a duly authorized signatory thereof) shall execute and deliver to the Company a counterpart to this Agreement.
Option of the Company. For twenty-five (25) days following the delivery of a Notice of Transfer (the “Option Period”), the Company shall have an irrevocable right to purchase all or a portion of the Offered Units in accordance with the terms stated in the Notice of Transfer. Such right may be exercised by a written notice from the Company to the Offering Member (the “Company Notice”), stating that the Company desires to purchase the Offered Units and tendering the purchase price therefor. Such Company Notice and the purchase price for the Offered Units shall be delivered to the Offering Member before expiration of the Option Period. Failure by the Company to so respond within the Option Period to the Notice of Transfer shall be deemed an irrevocable waiver by the Company of its right in this Section 7.6(c) to acquire the Offered Units. The Company shall effect the purchase of the Offered Units, including payment of the purchase price, not more than five (5) business days after delivery of the Company Notice, and at such time the Offering Member shall deliver to the Company certificate(s) representing the Offered Units to be purchased by the Company (if any), each certificate to be properly endorsed for transfer. Any Common Unit so purchased by the Company shall thereupon be cancelled and cease to be issued and outstanding Units.
Option of the Company. The Company shall have ten (10) Business Days from the date of receipt of the Drag Along Notice to seek another Person to agree in writing and be bound to purchase from Shareholders of the Company shares or assets of the Company to be sold in the Drag Along Transaction for the price and upon the terms and conditions not less favorable than those offered by the Proposed Buyer. If the Company fails to find such a Person within such ten (10)-Business-Day period, then the Company and all the Shareholders shall proceed with the Drag Along Transaction and all the Shareholders shall use their best efforts and take all necessary actions to effect the Drag Along Transaction (including without limitation taking actions as reasonably requested by the Drag-Along Requestors).
Option of the Company. Notwithstanding anything in this Agreement to the contrary, the obligation of the Company to sell Shares to Purchaser upon satisfaction of the conditions set forth above will be at the option of the Company. If the Company elects not to sell Shares to Purchaser, then it must deliver written notice to Purchaser of such election within ten business days of the date the Company is notified of satisfaction of the applicable milestone. If the Company so elects, Purchaser will be relieved of its obligation to purchase such Shares and will be under no further obligation to purchase such Shares at a future date or make any other form of payment to the Company with respect to that particular milestone.
Option of the Company. The Company may convert this Note, in whole or in part, into Shares at any time upon ninety (90) days prior written notice to the holder of this Note; provided, however, that if this Note is converted in part, it shall be converted in the minimum amount of $20,000 and integral multiples of $5,000 in excess of such amount; provided, further, that the Company shall not convert this Note into Shares until (A) the Company shall have successfully raised, after the date of this Note, not less than $3 million in the aggregate through the sale of the Company's equity securities, or (B) the Company ceases to be in default, or operating under a forbearance, in respect of any Senior Indebtedness. On or before the date fixed for conversion set forth in such notice of conversion, the holder shall surrender this Note at the place designated in such notice, together with a statement of the holder's name (with address) in which the Shares which shall be issuable on such conversion shall be issued.
Option of the Company. The Company (or its Designee) may, but shall not be required to, purchase all or part of the Transfer Interest on the terms and conditions specified in the Voluntary Transfer Notice. To exercise its option, the Company (on behalf of itself or on behalf of its Designee) must notify the Members, including the Selling Member, in writing within 30 days of its receipt of the Voluntary Transfer Notice.
Option of the Company. The other Owners shall have the option to transfer their collective purchase rights under sections 2, 3, 4, and 5 of this Article I to the Company. The Company shall be bound by the time periods set forth above, the purchase price provisions of Article II, and the payment provisions of Article III. The Company may acquire such amounts of life insurance on the lives of the Owners as it deems appropriate to enable it to purchase Offered Units.
Option of the Company. The Company hereby grants the Grantee an option according to the terms and conditions as set forth in Annex B (“New Option”) to purchase (number of option shares) ordinary shares in the Company, subject to the vesting schedule set forth in the Option Agreement attached hereto as Annex A, in exchange for the Option that are hereby cancelled under Section 2.
Option of the Company. The Company shall have fifteen (15) calendar days following receipt of the Offer by the Secretary of the Company in which to give notice to the Selling Shareholder of its election to purchase some or all of the Offered Shares on the terms and conditions stated in the Offer. In the event the Company elects to purchase some or all of the Offered Shares, such purchase shall occur within 15 days after the date on which notice of such election is given, or on such later date as is stated in the Offer.
