Investor's Right of First Refusal. For any private capital raising transactions of Equity Securities which close after the date hereof and on or prior to the date that is sixty (60) days after the Termination Date of this Agreement, not including any warrants issued in conjunction with this Investment Agreement, the Company agrees to deliver to Investor, at least ten (10) days prior to the closing of such transaction, written notice describing the proposed transaction, including the terms and conditions thereof, and providing the Investor and its affiliates an option (the "Right of First Refusal") during the ten (10) day period following delivery of such notice to purchase the securities being offered in such transaction on the same terms as contemplated by such transaction.
Investor's Right. If the Company does not intend to fully ---------------- exercise its right of first refusal referred to in subsection 3.2(a) above or if the Company is not lawfully able to repurchase the Offered Stock, the Company will send written notice thereof (the "Company's Expiration Notice") to the Investors, at least ten (10) days before the expiration of the Company's Refusal Period. The Company's Expiration Notice will specify the amount of the Refused Stock. In such event, each Investor will have the right of first refusal to purchase its pro rata share of the Refused Stock. For purposes of this paragraph (b), an Investor's pro rata share is the ratio that the number of shares of Conversion Stock then held by such Investor bears to the sum of the total number of shares of Conversion Stock then held by all Investors. The Investors shall have a right of oversubscription such that if any Investor declines to purchase its pro rata share of Refused Stock, the other Investors shall, among them, have the right to purchase up to the balance of the Refused Stock not so purchased. Such right of oversubscription may be exercised by an Investor by accepting the offer of the Refused Stock as to more than its pro rata share. If as a result thereof such oversubscriptions exceed the total amount of Refused Stock available in respect of such oversubscription privilege, the oversubscribing Investors shall be cut back with respect to their oversubscriptions on a pro rata basis in accordance with their respective pro rata shares or as they may otherwise agree among themselves. If an Investor desires to exercise its right of first refusal to purchase Refused Stock, such Investor must, within the fifteen (15) day period (the "Investor Refusal Period") commencing on the date of the Company's Expiration Notice, give written notice to the Selling Founder and to the Company of such Investor's election to purchase an amount of the Refused Stock, indicating the number of shares that such Investor desires to purchase, and if such Investor desires to exercise a right of oversubscription.
Investor's Right. If the Company does not desire to purchase any or all of the Offered Stock, the Investors shall have the right of first refusal to purchase all or none of the Offered Stock; provided, that each such Investor gives written notice of the exercise of such right to the Seller within fifteen (15) days after the date of mailing or other transmission of the Company’s Notice to such Investor (the “Investors’ Refusal Period”), which notice shall indicate the maximum number of shares of Stock that such Preferred Stockholder is willing to purchase, including the number of shares of Stock it would purchase if one or more other Preferred Stockholders do not elect to purchase their Preferred Stockholder’s Share. To the extent the aggregate number of shares such Investors desire to purchase exceeds the Offered Stock available, each such Investor will be entitled to purchase a fraction of the Offered Stock, the numerator of which is the number of shares of Stock (assuming the Conversion of Preferred Stock into Common Stock) held by such Investor and the denominator of which is the number of shares of Stock (assuming the conversion of Preferred Stock into Common Stock) held by all Investors exercising their Right of First Refusal (and if any shares of Offered Stock remain unallocated after application of the foregoing, such shares shall be allocated through successive applications thereof).” Section 3 (b) Purchase Price is hereby replaced in its entirety with the following:
Investor's Right. Upon Closing and provided that Investor and others participating in the Offering purchase, in the aggregate, at least $7,500,000 worth of shares of common stock under the terms of the Purchase Agreement, (i) the Board shall promptly increase the number of directors on the Board by at least one director and shall appoint a nominee chosen by Investor to fill one such empty director position, and (ii) at any subsequent election of directors to serve on the Board, the Investor shall have the right to choose one nominee to the Board and the Company shall nominate and recommend the nominee chosen by Investor.
Investor's Right. Seller shall deliver written notice to the remaining Investors of Seller's intention to transfer (the "Offer") all, or a portion, of its Securities ("Transferred Securities"). The Offer shall name the proposed transferee, the price per share, the total purchase price for all such Transferred Securities and the other terms and conditions of such purchase. At the Investor's request, Seller shall also provide reasonable proof of the existence of the bona fide offer to purchase its Securities, including a copy of such offer from the proposed third-party transferee. The Investor, or its nominee, shall, for a period of thirty (30) days following the date the Offer is given, have the right (the "Investor's Right") to purchase all, but not less than all, of the Securities proposed to be transferred at the same price and on the same terms and conditions set forth in the Offer. The Investor shall exercise the Investor's Right by delivering written notice to the Seller of its election to purchase all of such Transferred Securities.
Investor's Right of First Refusal. Enclosed please find the Waiver for you to sign and return.
Investor's Right. If the Company does not desire to purchase any or all of the Offered Stock, the Investors shall have the right of first refusal to purchase all or none of the Offered Stock; provided, that each such Investor gives written notice of the exercise of such right to the Seller within fifteen (15) days after the date of mailing or other transmission of the Company’s Notice to such Investor (the “Investors’ Refusal Period”). To the extent the aggregate number of shares such Investors desire to purchase exceeds the Offered Stock available, each such Investor will be entitled to purchase a fraction of the Offered Stock, the numerator of which is the number of shares of Stock (assuming the Conversion of Preferred Stock into Common Stock) held by such Investor and the denominator of which is the number of shares of Stock (assuming the conversion of Preferred Stock into Common Stock) held by all Investors exercising their Right of First Refusal (and if any shares of Offered Stock remain unallocated after application of the foregoing, such shares shall be allocated through successive applications thereof). Within ten (10) days after expiration of the Investors’ Refusal Period, the Seller will give written notice to the Company and each Investor, specifying the number of shares of Offered Stock that were subscribed for by the Investors exercising their Rights of First Refusal (the “Confirmation Notice”).
Investor's Right of First Refusal. For any private capital raising transactions of Variable Priced Securities or equity line structured investments which close after the Capital Raising Deadline and on or prior to the date that is six (6) months after the
Investor's Right of First Refusal. For any private capital raising transactions of Equity Securities (as defined below) which close after the date hereof and on or prior to the date that is sixty (60) days after the Termination Date of this Agreement, not including any warrants issued in conjunction with this Investment Agreement, the Company agrees to deliver to Investor, at least ten (10) days prior to the closing of such transaction, written notice describing the proposed transaction, including the terms and conditions thereof, and providing the Investor and its affiliates an option (the "Right of First Refusal") during the ten (10) day period following delivery of such notice to purchase the securities being offered in such transaction on the same terms as contemplated by such transaction. For purposes hereof, the following shall be collectively referred to herein as, the "Equity Securities": (i) Common Stock or any other equity securities, (ii) any debt or equity securities which are convertible into, exercisable or exchangeable for, or carry the right to receive additional shares of Common Stock or other equity securities, or (iii) any securities of the Company pursuant to an equity line structure or format similar in nature to this Offering.
Investor's Right. The parties acknowledge that the Investor shall enjoy right preferable to or at least equal right with other shareholders of the Company, including those become shareholders after execution of this Agreement. The Investor covenants that, in case that the Company goes public listed, if the Investor is required to waive certain rights or interest in order to comply with relevant laws, regulations, listing rules or requirements by regulatory authority, the Investor will provide cooperation in a timely manner, including but not limited to execute relevant documents. However, if the listing application by the Company is not approved, the parties shall restore relevant adjusted terms back to the original state. Any termination or adjustment of any provisions of this Agreement shall not affect the right of indemnification or compensation for the breach occurred before such termination.
