Common use of Issuance of Equity Securities to Other Persons Clause in Contracts

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basis. The Qualified Investors shall have five (5) days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s rights were not exercised, at a price not lower and upon general terms and conditions not materially more favorable to the purchasers thereof than specified in the Company’s notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) day period, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 4 contracts

Samples: Investor Rights Agreement (Udemy, Inc.), Investor Rights Agreement (Udemy, Inc.), Investor Rights Agreement (Echo Global Logistics, Inc.)

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Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Investors shall have five (5) days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The If the Investors fail to exercise in full the rights of first refusal, the Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s 's rights were not exercised, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than specified in the Company’s 's notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) day perioddays of the notice provided pursuant to Section 4.2, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 2 contracts

Samples: Investor Rights Agreement (Ipass Inc), Investor Rights Agreement (On Stage Entertainment Inc)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share Pro Rata Share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Investors shall have five ten (510) business days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The If the Investors fail to exercise in full their respective rights of first offer, the Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s Investors' rights were not exercised, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than specified in the Company’s 's notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) day perioddays of the notice provided pursuant to Section 4.2, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Formus Communications Inc), Investors' Rights Agreement (Formus Communications Inc)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Investors shall have five (5) days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The If the Investors fail to exercise in full the rights of first refusal, the Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s 's rights were not exercised, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than specified in the Company’s 's notice to the Qualified Investors pursuant to Section 4.2 5.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) day perioddays of the notice provided pursuant to Section 5.2, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 2 contracts

Samples: Rights Agreement (Snowball Com Inc), Investor Rights Agreement (Carrier Access Corp)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Major Investors elect to purchase their full pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors each Major Investor who do does so elect to purchase such Major Investor’s full pro rata share and shall offer each such Qualified Investors Major Investor the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Major Investors shall have five fifteen (515) business days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Major Investor’s rights were not exercised, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than specified in the Company’s notice to the Qualified Major Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) days of the expiration of the aforementioned fifteen (15) business day period, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Major Investors in the manner provided above.

Appears in 2 contracts

Samples: Rights Agreement, Investor Rights Agreement (Infraredx Inc)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share Pro Rata Share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Investors shall have five ten (510) business days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The If the Investors fail to exercise in full their respective rights, the Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s Investors' rights were not exercised, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than specified in the Company’s 's notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) day perioddays of the notice provided pursuant to Section 4.2, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 1 contract

Samples: Investor Rights Agreement (Envision Development Corp /Fl/)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basis. The Qualified Investors shall have five (5) days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The Company shall have ninety (90) days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s Investors’ rights were not exercised, at a price not lower and upon general terms and conditions not materially more favorable to the purchasers thereof than specified in the Company’s notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold such Equity Securities within such ninety (90) day period, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 1 contract

Samples: Investor Rights Agreement (Groupon, Inc.)

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Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Investors Each respective Investor shall then have five (5) days after its receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The If all such Investors fail to exercise in full the rights of first refusal, the Company shall have ninety (90) days thereafter to sell the any such remaining Equity Securities to persons selected in respect of which the Qualified Investor’s rights were not exercisedCompany's discretion, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than those specified in the Company’s 's notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold all such Equity Securities within such ninety (90) day perioddays of the notice provided pursuant to Section 4.2, the Company shall not thereafter issue or sell any such or other Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Oryx Technology Corp)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basisshares. The Qualified Investors Each respective Investor shall then have five (5) days after its receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The If all such Investors fail to exercise in full the rights of first refusal, the Company shall have ninety (90) days thereafter to sell the any such remaining Equity Securities to persons selected in respect of which the Qualified Investor’s rights were not exercisedCompany's discretion, at a price not lower and upon general terms and conditions not materially no more favorable to the purchasers thereof than those specified in the Company’s 's notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has not sold all such Equity Securities within such ninety (90) day perioddays of the notice provided pursuant to Section 4.2, the Company shall not thereafter issue or sell any Equity Securities, without first offering such securities to the Qualified Investors in the manner provided above.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (Oryx Technology Corp)

Issuance of Equity Securities to Other Persons. If not all of the Qualified Investors elect to purchase their pro rata share of the Equity Securities, then the Company shall promptly notify in writing the Qualified Investors who do so elect and shall offer such Qualified Investors the right to acquire such unsubscribed shares on a pro rata basis. The Qualified Investors Each Investor shall have five (5) 10 days after receipt of such notice to notify the Company of its election to purchase all or a portion thereof of the unsubscribed shares. The Company shall have ninety (90) 90 days thereafter to sell the Equity Securities in respect of which the Qualified Investor’s Investors’ rights were not exercised, at a the same price not lower and upon general other terms and conditions not materially more favorable to the purchasers thereof than specified in the Company’s notice to the Qualified Investors pursuant to Section 4.2 hereof. If the Company has does not sold sell such Equity Securities within such ninety (90) 90 day period, the Company shall not thereafter issue or sell any such Equity Securities, Securities without first offering such securities Equity Securities to the Qualified Investors in the manner provided above.

Appears in 1 contract

Samples: Investor Rights Agreement (SERVICE-NOW.COM)

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