Common use of Investor Acceptance Clause in Contracts

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.

Appears in 1 contract

Samples: Stockholders Agreement (IntraLinks Holdings, Inc.)

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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 Management Stockholder within (10) fifteen 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 Convertible Preferred Stock and where the Offered Shares include shares other than Preferred Stock or Warrants 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 issuable upon the conversion of such Convertible Preferred StockStock or shares of Common Stock issuable on the exercise of Warrants, or (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 Convertible Preferred Stock or the Warrants, provided, that in such casethe case of the sale of Convertible Preferred Stock, the Buyer shall pay for each such share the greater of (A) the full liquidation preference of the each such share of Convertible Preferred Stock, plus as determined in accordance with the Charter, or (B) the relevant aggregate purchase price per share of for the underlying shares of Common Stock issuable upon conversion of such Convertible Preferred Stock.

Appears in 1 contract

Samples: Stockholders Agreement (Open Link Financial, Inc.)

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 Stockholder within (10) fifteen 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 Convertible Preferred Stock and where the Offered Shares include shares other than Preferred Stock or Warrants 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 issuable upon the conversion of such Convertible Preferred StockStock or shares of Common Stock issuable on the exercise of Warrants, or (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 Convertible Preferred Stock or the Warrants, provided, that in such casethe case of the sale of Convertible Preferred Stock, the Buyer shall pay for each such share the greater of (A) the full liquidation preference of the each such share of Convertible Preferred Stock, plus as determined in accordance with the Charter, or (B) the relevant aggregate purchase price per share of for the underlying shares of Common Stock issuable upon conversion of such Convertible Preferred Stock.

Appears in 1 contract

Samples: Stock Restriction Agreement (Open Link Financial, Inc.)

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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 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 set forth the maximum number of Shares subject thereto which 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 and where the Offered Shares include shares other than Preferred Stock shall be permitted to sell to the relevant a 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, Stock or (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 Stock; provided, that in the case of (A) the sale of Convertible Preferred Stock, such case, 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, plus 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 full liquidation preference of each such share of Redeemable Preferred Stock.

Appears in 1 contract

Samples: Stockholders Agreement (Monotype Imaging Holdings Inc.)

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