Investor Acceptance. Each of the Investors shall have the right to exercise its Co-Sale Option by giving written notice of such intent to participate (the "Co-Sale Acceptance Notice") to the Transferring Stockholder within ten (10) days after receipt by such Investor of the Co-Sale Notice (the "Co-Sale Election Period"). Each Co-Sale Acceptance Notice shall indicate the maximum number of Shares subject thereto that the Investor wishes to sell, including the number of Shares it would sell if one or more other Investors do not elect to participate in the sale on the terms and conditions stated in the Offer Notice. Any Investor holding Preferred Stock shall be permitted to sell to the relevant Buyer in connection with any exercise of the Co-Sale Option, at its option, (i) shares of Common Stock acquired upon conversion of such Preferred Stock, (ii) an option to acquire Common Stock when such Investor receives the same upon conversion of such Preferred Stock, with the same effect as if Common Stock were being conveyed, or (iii) shares of Preferred Stock, provided, that in the case of the sale of shares of Preferred Stock, the Buyer shall pay for each such share the relevant price per share of the underlying shares of Common Stock.
Investor Acceptance. Each of the Investors shall have the right to exercise its Co-Sale Option by giving written notice of such intent to participate (the “Co-Sale Acceptance Notice”) to the Transferring Principal Shareholder within (10) days after receipt by such Investor of the Co-Sale Notice (the “Co-Sale Election Period”). Each Co-Sale Acceptance Notice shall indicate the maximum number of Shares subject thereto which the Investor wishes to sell, including the number of Shares it would sell if one or more other Investors do not elect to participate in the sale on the terms and conditions stated in the Offer Notice. Any Investor holding Preferred Stock and where the Offered Shares include shares other than Preferred Stock shall be permitted to sell to the relevant Buyer with respect to such Offered Shares which are not Preferred Stock in connection with any exercise of the Co-Sale Option, at its option, (i) shares of Common Stock acquired upon conversion of such Preferred Stock, (ii) an option to acquire Common Stock when such Investor receives the same upon conversion of such Preferred Stock, with the same effect as if Common Stock were being conveyed, or (iii) shares of Preferred Stock provided, that in such case, the Buyer shall pay the full liquidation preference of the Preferred Stock, plus the relevant price per share of the underlying Common Stock.
Investor Acceptance. Notwithstanding Section 7.3 or anything to the contrary in this Agreement, each Participating Investor shall have the right to exercise its Preemptive Right by giving written notice of its intent to participate (the “Preemptive Acceptance Notice”) to the Company within 10 Business Days after the Issuance Notice is delivered to such Participating Investor (the “Preemptive Election Period”). Each Preemptive Acceptance Notice shall indicate the maximum number of securities subject thereto which the Participating Investor wishes to purchase in the Stock Issuance and the maximum price at which the Participating Investor would purchase such securities (in the event that a range of prices is included in the Issuance Notice) on the terms and conditions set forth in the Issuance Notice. The Preemptive Acceptance Notice shall constitute a valid, legally binding and enforceable agreement of the Participating Investor to purchase, and the Company to sell, a number of securities equal to the lesser of (i) the maximum number of securities that such Participating Investor agreed to purchase in the Preemptive Acceptance Notice at the lowest price at which the Company sells such securities to any third party in the Stock Issuance and (ii) such Participating Investor’s Pro Rata Allotment at a purchase price per security equal to the lowest price at which the Company sells such securities to any third party in the Stock Issuance (the “Stock Issuance Price”); provided that such purchase is conditioned upon and subject to (i) the Company having entered into or entering into, within 30 days after the end of the Preemptive Election Period, a definitive agreement with respect to the Stock Issuance and (ii) the closing of the Stock Issuance at a date no later than the later of (A) 30 days after the definitive agreement relating thereto was executed (or, if later, the end of the Preemptive Election Period) and (B) 10 days after the satisfaction of all stockholder approval and governmental and regulatory approval and filing requirements relating to the Stock Issuance, if any.
Investor Acceptance. Each Investor may elect to purchase the securities so offered by giving written notice thereof to the Company within such 20 day period, including in such written notice the maximum number of shares of capital stock or other securities of the Company that the Investor wishes to purchase, including the number of such shares it would purchase if one or more other Investors do not elect to purchase their respective Pro Rata Allotments. The closing of the purchase of such securities shall be not more than 30 days after the date on which the last Investor gives such notice.
Investor Acceptance. Each SE Investor shall have the right to exercise his or its Co-Sale Option by giving written notice of such intent to participate (the “Co-Sale Acceptance Notice”) to the Company Executive within seven (7) days after receipt by such SE Investor of the Co-Sale Notice (the “Co-Sale Election Period”). Each Co-Sale Acceptance Notice shall indicate the maximum number of shares of Common Stock subject thereto which the SE Investor wishes to sell, including the number of shares of Common Stock it would sell if one or more other SE Investors do not elect to participate in the sale on the terms and conditions stated in the Co-Sale Acceptance Notice.
Investor Acceptance. Each of the Investor shall have the right to purchase its Pro Rata Allotment by giving written notice of such intent to participate (the “Participation Right Ac- ceptance Notice”) to the LLC within ten (10) days after receipt by such Investor of the Participa- tion Right Notice (the “Participation Right Acceptance Election Period”). Each Participation Right Acceptance Notice shall indicate the maximum number or amount, as applicable, of securi- ties subject thereto which the Investor wishes to buy, including the number or amount, as applica- ble, of securities it would buy if one or more other Investor do not elect to participate in the sale on the terms and conditions stated in the Participation Right Notice.
Investor Acceptance. Each of the Investors shall have the right to exercise its Co-Sale Option by giving written notice of such intent to participate (the “Co-Sale Acceptance Notice”) to Xxxxxxxx within three (3) calendar days after receipt by such Investor of the Co-Sale Notice (the “Co-Sale Election Period”). Each Co-Sale Acceptance Notice shall indicate the maximum number of shares of Technest Common Stock subject thereto which the Investor wishes to sell, including the number of shares of Technest Common Stock it would sell if one or more other Investors do not elect to participate in the sale on the terms and conditions stated in the Offer Notice.
Investor Acceptance. Each Sub-Debt Warrantholder may elect to purchase the securities so offered by giving written notice thereof to the Company within such 30-day period, including in such written notice the maximum number of shares of capital stock or other securities of the Company that such Sub-Debt Warrantholder wishes to purchase, including the number of such shares it would purchase if one or more other Sub-Debt Warrantholders do not elect to purchase their respective Pro Rata Allotments.
Investor Acceptance. Each Investor may elect to purchase the securities so offered by giving written notice thereof to the Company within the Right of First Offer Period, including in such written notice the maximum number of shares of capital stock or other securities of the Company that the Investor wishes to purchase, including the number of such shares it would purchase if one or more other Investors do not elect to purchase their respective Pro Rata Allotments.
Investor Acceptance. Each of the Eligible Investors shall have the right to exercise its Co-Sale Option by giving written notice (the "CO-SALE ACCEPTANCE NOTICE") to the Seller within ten (10) days after receipt by such Eligible Investor of the Co-Sale Notice (the "CO-SALE ELECTION PERIOD"). Each Co-Sale Acceptance Notice shall set forth the maximum number of Shares subject thereto which the Eligible Investor wishes to sell, including the number of Shares it would sell if one or more other Eligible Investors do not elect to participate in the sale on the terms and conditions stated in the Offer Notice. Any Eligible Investor holding Preferred Stock shall be permitted to sell to the proposed Buyer in connection with any exercise of the Co-Sale Option, at its option, (i) shares of Common Stock and/or shares of Common Stock and Redeemable Preferred Stock acquired upon conversion of Convertible Preferred Stock, or (ii) shares of Convertible Preferred Stock; PROVIDED, that in the case of (A) the sale of Convertible Preferred Stock, the Buyer shall pay for each such share the greater of (1) the full liquidation preference of each such share of Convertible Preferred Stock and (2) the sum of the liquidation preference of each share of Redeemable Preferred Stock issuable upon conversion of such share of Convertible Preferred Stock and the relevant price per share of the underlying shares of Common Stock, and (B) the sale of Redeemable Preferred Stock, the Buyer shall pay for each such share the full liquidation preference of each such share of Redeemable Preferred Stock. Anything herein to the contrary notwithstanding, in the event the Investors do not elect to exercise their respective Co-Sale Options, then no Founder shall be entitled to exercise its Co-Sale Option hereunder.
