Common use of By Contran Clause in Contracts

By Contran. In the event that the Other Holder does not timely elect to exercise the purchase right for all of the Offered Shares (such Offered Shares not elected to be purchased by the Other Holder, the “Remaining Shares for Contran”), or in the event that the closing with respect thereto does not occur within the Other Holder's Closing Period due to no fault of the Holder, then at any time within thirty (30) days after the later of (i) the Other Holder's election not to exercise the purchase right for all of the Offered Shares or (ii) the expiration of the Other Holder's Closing Period with no closing due to no fault of the Holder (such later date, the “Contran Exercise Period”), Contran may, but is not obligated to, elect to purchase all or any portion of the Remaining Shares for Contran on terms substantially equivalent to the terms offered by the proposed Transferee and specified in the Holder's Written Notice and at a price per share equal to the price offered by the proposed Transferee and specified in the Holder's Written Notice. In the event the proposed Transfer is for no consideration, including without limitation such as with respect to a charitable donation, the Appraised Value shall be used as the price per share.

Appears in 3 contracts

Samples: Stockholders Agreement (Contran Corp), Stockholders Agreement (Contran Corp), Stockholders Agreement (Contran Corp)

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By Contran. In the event that the Other Holder does Holders do not timely elect to exercise the purchase right for all of the Section 2 Offered Shares (such Section 2 Offered Shares not elected to be purchased by the Other HolderHolders, the “Section 2 Remaining Shares for Contran”), or in the event that the closing with respect thereto does not occur within the Other Holder's Section 2 Holders' Closing Period due to no fault of the HolderProposed Transferor, then at any time within thirty (30) days after the later of (i) the Other Holder's Holders' election not to exercise the purchase right for all of the Section 2 Offered Shares or (ii) the expiration of the Other Holder's Section 2 Holders’ Closing Period with no closing due to no fault of the Holder Proposed Transferor (such later date, the “Section 2 Contran Exercise Period”), Contran may, but is not obligated to, elect to purchase all or any portion of the Section 2 Remaining Shares for Contran on terms substantially equivalent to the terms offered by the proposed Transferee and specified in the HolderProposed Transferor's Written Notice and at a price per share equal to the price offered by the proposed Transferee and specified in the HolderProposed Transferor's Written Notice. In the event the proposed Transfer is for no consideration, including without limitation such as with respect to a charitable donation, the Appraised Value shall be used as the price per share.. (i)

Appears in 3 contracts

Samples: Stockholders Agreement (Contran Corp), Stockholders Agreement (Contran Corp), Stockholders Agreement (Contran Corp)

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