Common use of Compelled Sale Pursuant to a Sale of Company Stock Clause in Contracts

Compelled Sale Pursuant to a Sale of Company Stock. (a) In the event that the Windward Group determines to exercise its Compelled Sale Right pursuant to a sale of Company Stock to the Third Party Purchaser, then the Windward Agent may, at its option, require the remaining Shareholders and their respective Permitted Transferees to sell all Company Stock (along with all rights to acquire Company Stock and similar interests) held by them to the Third Party Purchaser for the same consideration per share (appropriately adjusted in the case of securities such as options and warrants) and otherwise on the same terms and conditions upon which the Windward Group sells its shares of Company Stock (along with all rights to acquire Company Stock and similar interests). Within 10 days following the date on which the Windward Agent delivers the Compelled Sale Notice, each of the remaining Shareholders shall deliver to a representative of the Windward Agent designated in the Compelled Sale Notice, certificates representing all shares of Company Stock (along with all rights to acquire Company Stock and similar interests) held by such Shareholder, Duly Endorsed, together with all other documents reasonably required to be executed in connection with such transaction; PROVIDED that in the event that the Windward Group does not anticipate consummating such Compelled sale within 30 days after the date of delivery of the Compelled Sale Notice, the Windward Group shall subsequently notify the remaining Shareholders of the anticipated date of consummation of such Compelled Sale and such remaining Shareholders shall thereupon deliver to such designated representative of the Windward Agent, within 5 days prior to such anticipated date of consummation, such certificates and documents.

Compelled Sale Pursuant to a Sale of Company Stock. (a) In the event that the Windward Group determines to exercise its Compelled Sale Right pursuant to a sale of Company Stock to the Third Party Purchaser, then the Windward Agent may, at its option, require the remaining Shareholders Stockholders and their respective Permitted Transferees to sell all Company Stock (along with all rights to acquire Company Stock and similar interests) held by them to the Third Party Purchaser for the same consideration per share (appropriately adjusted in the case of securities such as options and warrants) and otherwise on the same terms and conditions upon which the Windward Group sells its shares of Company Stock (along with all rights to acquire Company Stock and similar interests). Within 10 days following the date on which the Windward Agent delivers the Compelled Sale Notice, each of the remaining Shareholders Stockholders shall deliver to a representative of the Windward Agent designated in the Compelled Sale Notice, certificates representing all shares of Company Stock (along with all rights to acquire Company Stock and similar interests) held by such ShareholderStockholder, Duly Endorsed, together with all other documents reasonably required to be executed in connection with such transaction; PROVIDED provided that in the event that the Windward Group does not anticipate consummating such Compelled sale Sale within 30 days after the date of delivery of the Compelled Sale Notice, the Windward Group shall subsequently notify the remaining Shareholders Stockholders of the anticipated date of consummation of such Compelled Sale and such remaining Shareholders Stockholders shall thereupon deliver to such designated representative of the Windward Agent, within 5 days prior to such anticipated date of consummation, such certificates and documents.

Compelled Sale Pursuant to a Sale of Company Stock. (a) In the event that the Windward Group determines to exercise its Compelled Sale Right pursuant to a sale of Company Stock to the Third Party Purchaser, then the Windward Agent may, at its option, require the remaining Shareholders and their respective Permitted Transferees to sell all Company Stock (along with all rights to acquire Company Stock and similar interests) held by them to the Third Party Purchaser for the same consideration per share (appropriately adjusted in the case of securities such as options and warrants) and otherwise on the same terms and conditions upon which the Windward Group sells its shares of Company Stock (along with all rights to acquire Company Stock and similar interests). Within 10 20 days following the date on which the Windward Agent delivers the Compelled Sale Notice, each of the remaining Shareholders shall deliver to a representative of the Windward Agent designated in the Compelled Sale Notice, certificates representing all shares of Company Stock (along with all rights to acquire Company Stock and similar interests) held by such Shareholder, Duly Endorsed, together with all other documents reasonably required to be executed in connection with such transaction; PROVIDED provided, that in the event that the Windward Group does not anticipate consummating such Compelled sale Sale within 30 days after the date of delivery of the Compelled Sale Notice, the Windward Group shall subsequently notify the remaining Shareholders of the anticipated date of consummation of such Compelled Sale and such remaining Shareholders shall thereupon deliver to such designated representative of the Windward Agent, within 5 days prior to such anticipated date of consummation, such certificates and documents.

Compelled Sale Pursuant to a Sale of Company Stock. (a) In the event that the Windward Group CEP determines to exercise its Compelled Sale Right pursuant to a sale of Company Stock to the Third Party Purchaser, then the Windward Agent CEP may, at its option, require the remaining Shareholders Stockholders and their respective Permitted Transferees to sell all Company Stock (along with all rights to acquire Company Stock and similar interests) held by them to the Third Party Purchaser for the same consideration per share (appropriately adjusted in the case of securities such as options and warrants) and otherwise on the same terms and conditions upon which the Windward Group CEP sells its shares Company Stock. The amount of Company Stock that CEP may require each remaining Stockholder or his or her respective Permitted Transferees to sell pursuant to the preceding sentence shall be equal to the product of (along with x) the number of shares of Common Stock held or deemed to be held by each such Stockholder or Permitted Transferee as of the date of the Compelled Sale Notice (for purpose of such calculation, a Stockholder or Permitted Transferee is deemed to hold the number of shares of Common Stock which would be issuable, as of the date of the Compelled Sale Notice, to such Stockholder or Permitted Transferee upon the conversion, exercise or exchange of all rights to acquire Company securities then held by such Stockholder or Permitted Transferee that are then convertible, exercisable or exchangeable into shares of Common Stock) and (y) a fraction the numerator of which is the number of shares of Common Stock being sold by CEP (and similar interests)its Permitted Transferees) and the denominator of which is the total number of shares of Common Stock held by CEP and its Permitted Transferees on the date of the Compelled Sale Notice. Within 10 days following the date on which the Windward Agent CEP delivers the Compelled Sale Notice, each of the remaining Shareholders Stockholders shall deliver to a representative of the Windward Agent CEP designated in the Compelled Sale Notice, certificates representing all shares of Company Stock required to be sold under this Section 4.2(a) (along with all rights to acquire Company Stock and similar interests) held by such ShareholderStockholder, Duly Endorsed, together with all other documents reasonably required to be executed in connection with such transaction; PROVIDED that in the event that the Windward Group does not anticipate consummating such Compelled sale within 30 days after the date of delivery of the Compelled Sale Notice, the Windward Group shall subsequently notify the remaining Shareholders of the anticipated date of consummation of such Compelled Sale and such remaining Shareholders shall thereupon deliver to such designated representative of the Windward Agent, within 5 days prior to such anticipated date of consummation, such certificates and documents.

Compelled Sale Pursuant to a Sale of Company Stock. (a) In the event that the Windward Group determines to exercise its Compelled Sale Right pursuant to a sale of Company Stock to the Third Party Purchaser, then the Windward Agent may, at its option, require the remaining Shareholders and their respective Permitted Transferees to sell all Company Stock (along with all rights to acquire Company Stock and similar interests) held by them to the Third Party Purchaser for the same consideration per share (appropriately adjusted in the case of securities such as options and warrants) and otherwise on the same terms and conditions upon which the Windward Group sells its shares of Company Stock (along with all rights to acquire Company Stock and similar interests). Within 10 days following the date on which the Windward Agent delivers the Compelled Sale Notice, each of the remaining Shareholders shall deliver to a representative of the Windward Agent designated in the Compelled Sale Notice, certificates representing all shares of Company Stock (along with all rights to acquire Company Stock and similar interests) held by such Shareholder, Duly Endorsed, together with all other documents reasonably required to be executed in connection with such transaction; PROVIDED provided that in the event that the Windward Group does not anticipate consummating such Compelled sale Sale within 30 days after the date of delivery of the Compelled Sale Notice, the Windward Group shall subsequently notify the remaining Shareholders of the anticipated date of consummation of such Compelled Sale and such remaining Shareholders shall thereupon deliver to such designated representative of the Windward AgentXxxxxxxx Xxxxx, within 5 days prior to such anticipated date of consummation, such certificates and documents.