Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 19 contracts
Samples: Stock Option Plan (OccuLogix, Inc.), Stock Purchase Agreement (Vista Medical Technologies Inc), Stock Purchase Agreement (Adknowledge Inc)
Notice of Intended Disposition. In the event any the Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares (the shares subject to such offer to be hereinafter referred to as called the "Target Shares"), Owner shall promptly (i) deliver to the Corporate Secretary of the Corporation written notice (the "Disposition Notice") of the terms and conditions of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B II and C.IV of this Agreement.
Appears in 15 contracts
Samples: Stock Option Agreement (Digirad Corp), Employment Agreement (Combichem Inc), Stock Purchase Agreement (Rhythms Net Connections Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 10 contracts
Samples: Stock Issuance Agreement (Nuvasive Inc), Stock Issuance Agreement (Affymax Inc), Stock Issuance Agreement (Nuvasive Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (i) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 10 contracts
Samples: Stock Purchase Agreement, Stock Option Agreement, Stock Purchase Agreement (Amyris Biotechnologies Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), the Owner shall promptly (iA) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price proposed to be paid by the third-party offeror (the “Agreed Price”) and the identity of the third-party offeror, and (iiB) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.this Section 10.
Appears in 7 contracts
Samples: Restricted Stock Award Agreement (Atlantic Capital Bancshares, Inc.), Stock Option Agreement (Atlantic Capital Bancshares, Inc.), Restricted Stock Award Agreement (Atlantic Capital Bancshares, Inc.)
Notice of Intended Disposition. In the event any Owner of ------------------------------ Purchased Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 6 contracts
Samples: Stock Issuance Agreement (Sequenom Inc), Stock Issuance Agreement (Siebel Systems Inc), Stock Issuance Agreement (Naviant Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee Purchaser has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 5 contracts
Samples: Restricted Stock Purchase Agreement (Jetblue Airways Corp), Restricted Stock Purchase Agreement (Jetblue Airways Corp), Restricted Stock Purchase Agreement (Jetblue Airways Corp)
Notice of Intended Disposition. In the event any Owner of ------------------------------ Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 5 contracts
Samples: Stock Purchase Agreement (Sequenom Inc), Stock Purchase Agreement (Naviant Inc), Stock Option Agreement (Hall Kinion & Associates Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (ia) deliver to the Corporation Company written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (iib) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.Section 2.
Appears in 3 contracts
Samples: Stock Option Agreement (Vital Farms, Inc.), Stock Option Agreement (Vital Farms, Inc.), Stock Option Agreement (Vital Farms, Inc.)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which the Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares the Shares (the Purchased Shares shares subject to such offer to be hereinafter referred to as called the "Target Shares"), Owner the Optionee shall promptly (i) deliver to the Corporation Company written notice as specified in Section 14 (the "Disposition Notice") of the terms and conditions of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions any other provision set forth in Articles B and C.this Agreement.
Appears in 3 contracts
Samples: Support & Services Agreement (Open Solutions Inc), Non Qualified Stock Option Agreement (Open Solutions Inc), Incentive Stock Option Agreement (Open Solutions Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 3 contracts
Samples: Stock Option Agreement (CTC Media, Inc.), Stock Option Agreement (CTC Media, Inc.), Stock Purchase Agreement (Miningco Com Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.C. Exhibit A
Appears in 2 contracts
Samples: Stock Option Agreement (CTC Media, Inc.), Stock Option Agreement (CTC Media, Inc.)
Notice of Intended Disposition. In the event any Owner of Purchased ------------------------------ Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-third- party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 2 contracts
Samples: Stock Purchase Agreement (Prime Response Inc/De), Stock Purchase Agreement (Prime Response Group Inc/De)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested an Investor desires to accept a bona fide third-party offer for involving the transfer Transfer of any or all of such shares the Shares (the Purchased Shares shares subject to such offer to be hereinafter referred to as offer, the "“Target Shares"”), Owner shall such Investor (a “Selling Investor”) will promptly (i) deliver to the Corporation Secretary of the Company written notice (the "“Disposition Notice"”) of the terms and conditions of the offer, including without limitation a description of the Target Shares, the purchase price and the identity of the third-third party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-third party offeror would not be in contravention of the provisions provision set forth in Articles B and C.Section 3.5.
Appears in 1 contract
Samples: Investment Agreement (Viador Inc)
Notice of Intended Disposition. In the event any Owner of ------------------------------ Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation Company written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of ------------------------------ Purchased Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation Company written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (iih) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offerorofferer, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Samples: Stock Option Plan (OccuLogix, Inc.)
Notice of Intended Disposition. In the event any Owner of Purchased Issued Shares in which Optionee Participant has vested and the Repurchase Right has lapsed desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Issued Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (i) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of Purchased Restricted Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Restricted Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (i) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (i) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Samples: Stock Issuance Agreement (Upek Inc)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (i) deliver to the Corporation Company written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Samples: Share Option Agreement (ALPHA & OMEGA SEMICONDUCTOR LTD)
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares the Purchased Shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner Optionee shall promptly (i) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of Purchased ------------------------------ Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares subject to such offer to be hereinafter referred to as the "Target Shares"), Owner shall promptly (i) deliver to the Corporation written notice (the "Disposition Notice") of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of Purchased Shares in which Optionee has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Shares shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), the Owner shall promptly (iA) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price proposed to be paid by the third-party offeror (the “Agreed Price”) and the identity of the third-third- party offeror, and (iiB) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.this Section 10.
Appears in 1 contract
Notice of Intended Disposition. In the event any Owner of Purchased Issued Shares in which Optionee Participant has vested desires to accept a bona fide third-party offer for the transfer of any or all of such shares (the Purchased Issued Shares subject to such offer to be hereinafter referred to as the "“Target Shares"”), Owner shall promptly (i) deliver to the Corporation written notice (the "“Disposition Notice"”) of the terms of the offer, including the purchase price and the identity of the third-party offeror, and (ii) provide satisfactory proof that the disposition of the Target Shares to such third-party offeror would not be in contravention of the provisions set forth in Articles B and C.
Appears in 1 contract