Common use of Failure to Deliver Shares Clause in Contracts

Failure to Deliver Shares. If the Founder becomes obligated to sell any Shares owned by, or held for the benefit of, such Purchaser to the Founder, another Purchaser or a Qualified Transferee under this Agreement and fails to deliver such shares in accordance with the terms of this Agreement, the Founder or such Purchaser, as applicable, may, at his or its option, in addition to all other remedies it may have, send to the Company for the benefit of such selling Purchaser the purchase price for such Shares as is herein specified. Thereupon, the Company upon written notice to said Purchaser, (a) shall cancel on its books the certificate(s) representing the Shares to be sold and (b) shall issue, in lieu thereof, in the name of the Founder or such Purchaser, as applicable, a new certificate(s) representing such Shares, and thereupon all of said Purchaser's rights in and to such shares shall terminate. The Company may exercise a similar remedy in enforcing its rights under Section 2. If the Founder transfers any shares to a Purchaser in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Founder, and compel the Founder to purchase from any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.

Failure to Deliver Shares. If the Founder becomes obligated to sell any Shares owned by, or held for the benefit of, such Purchaser to the Founder, another Purchaser or a Qualified Transferee under this Agreement and fails to deliver such shares in accordance with the terms of this Agreement, the Founder or such Purchaser, as applicable, may, at his or its option, in addition to all other remedies it may have, send to the Company for the benefit of such selling Purchaser the purchase price for such Shares as is herein specified. Thereupon, the Company upon written notice to said Purchaser, (a) shall cancel on its books the certificate(s) representing the Shares to be sold and (b) shall issue, in lieu thereof, in the name of the Founder or such Purchaser, as applicable, a new certificate(s) representing such Shares, and thereupon all of said Purchaser's ’s rights in and to such shares shall terminate. The Company may exercise a similar remedy in enforcing its rights under Section 2. If the Founder transfers any shares to a Purchaser in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Founder, and compel the Founder to purchase from any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.

Failure to Deliver Shares. If the Founder a Holder becomes obligated to sell any Shares owned by, or held for the benefit of, such Purchaser Holder to the Founder, another Purchaser an Investor or a Qualified Transferee under this Agreement and fails to deliver such shares Shares in accordance with the terms of this Agreement, the Founder or such Purchaser, as applicable, Investor may, at his or its option, in addition to all other remedies it may have, send to the Company for the benefit of such selling Purchaser Holder the purchase price for such Shares as is herein specified. Thereupon, the Company upon written notice to said PurchaserHolder, (a) shall cancel on its books the certificate(s) representing the Shares to be sold and (b) shall issue, in lieu thereof, in the name of the Founder or such Purchaser, as applicableInvestor, a new certificate(s) representing such Shares, and thereupon all of said Purchaser's Holder’s rights in and to such shares shall terminate. The Company may exercise a similar remedy in enforcing its rights under Section 2. If the Founder a Holder transfers any shares Shares to a Purchaser in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Company’s Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Foundersuch Holder, and compel the Founder any such breaching Holder agrees to purchase from the Purchasers and any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.

Failure to Deliver Shares. If the Founder a Holder becomes obligated to sell any Shares owned by, or held for the benefit of, such Purchaser Holder to the Founderan Investor, another Purchaser or a Qualified Transferee or the Company under this Agreement and fails to deliver such shares in accordance with the terms of this Agreement, such Investor, Qualified Transferee or the Founder or such PurchaserCompany, as applicable, may, at his or its option, in addition to all other remedies it may have, send to the Company (or in the case of the Company, retain) for the benefit of such selling Purchaser Holder the purchase price for such Shares as is herein specified. Thereupon, the Company upon written notice to said PurchaserHolder, (a) shall cancel on its books the certificate(s) representing the Shares shares to be sold and (b) if applicable shall issue, in lieu thereof, in the name of the Founder such Investor or such Purchaser, as applicableQualified Transferee, a new certificate(s) representing such Shares, and thereupon all of said Purchaser's Holder’s rights in and to such shares shall terminate. The Company may exercise If a similar remedy in enforcing its rights under Section 2. If the Founder Holder transfers any shares Shares to a Purchaser in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Company’s Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Foundersuch Holder, and compel the Founder any such breaching Holder agrees to purchase from the Purchasers and any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.

Failure to Deliver Shares. If one or more of the Founder Founders becomes obligated to sell any Shares owned by, to one or held for more of the benefit of, such Purchaser to the Founder, another Purchaser or Investors as a Qualified Transferee Selling Stockholder under this Agreement and fails to deliver such shares the Shares in accordance with the terms of this Agreement, the Founder or such Purchaser, as applicable, Investor(s) may, at his its or its their option, upon ten (10) days’ prior written notice to the Company and the Selling Stockholder, in addition to all other remedies it may have, send to the Company for the benefit of such selling Purchaser the Selling Stockholder the purchase price for such Shares shares, as is herein specified. Thereupon, the Company upon written notice to said Purchaserthe Selling Stockholder shall, (aA) shall cancel on its books the certificate(s) representing the Shares shares to be sold and sold, (bB) shall issue, in lieu thereof, in the name of the Founder or such Purchaser, as applicableInvestor(s), a new certificate(s) representing such Sharesshares, and (C) pay or tender the proceeds paid by the Investor(s) to the Selling Stockholder, and thereupon all of said Purchaser's the Selling Stockholder’s rights in and to such shares shall terminate. The Company may exercise a similar remedy in enforcing its rights under Section 22.01. If the Founder a Selling Stockholder transfers any shares to a Purchaser Proposed Transferee in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Foundersuch Selling Stockholder, and compel the Founder such Selling Stockholder to purchase from the Investors and any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.

Failure to Deliver Shares. If the Founder a Holder becomes obligated to sell any Shares owned by, or held for the benefit of, such Purchaser Holder to the Founder, another Purchaser an Investor or a Qualified Transferee under this Agreement and fails to deliver such shares in accordance with the terms of this Agreement, the Founder or such Purchaser, as applicable, Investor may, at his or its option, in addition to all other remedies it may have, send to the Company for the benefit of such selling Purchaser Holder the purchase price for such Shares as is herein specified. Thereupon, the Company upon written notice to said PurchaserHolder, (a) shall cancel on its books the certificate(s) representing the Shares to be sold and (b) shall issue, in lieu thereof, in the name of the Founder or such Purchaser, as applicableInvestor, a new certificate(s) representing such Shares, and thereupon all of said Purchaser's Holder’s rights in and to such shares shall terminate. The Company may exercise a similar remedy in enforcing its rights under Section 2. If the Founder a Holder transfers any shares to a Purchaser in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Foundersuch Holder, and compel the Founder any such breaching Holder agrees to purchase from the Purchasers and any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.

Failure to Deliver Shares. If the Founder a Holder becomes obligated to sell any Shares owned by, or held for the benefit of, such Purchaser Holder to the Founder, another a Purchaser or a Qualified Transferee under this Agreement and fails to deliver such shares in accordance with the terms of this Agreement, the Founder or such Purchaser, as applicable, may, at his or its option, in addition to all other remedies it may have, send to the Company for the benefit of such selling Purchaser Holder the purchase price for such Shares as is herein specified. Thereupon, the Company upon written notice to said PurchaserHolder, (a) shall cancel on its books the certificate(s) representing the Shares to be sold and (b) shall issue, in lieu thereof, in the name of the Founder or such Purchaser, as applicable, a new certificate(s) representing such Shares, and thereupon all of said PurchaserHolder's rights in and to such shares shall terminate. The Company may exercise a similar remedy in enforcing its rights under Section 2. If the Founder a Holder transfers any shares to the Founder or a Purchaser in violation of this Agreement, the Company may, at the election of a majority of the disinterested members of the Board of Directors, cancel on the books of the Company any shares of capital stock then held by the Foundersuch Holder, and compel the Founder such Holder to purchase from the Founder or Purchaser, as applicable, and any transferee a number of shares of capital stock equal to the amount so transferred in violation of this Agreement.