Common use of Offer of Sale; Notice of Proposed Sale Clause in Contracts

Offer of Sale; Notice of Proposed Sale. If the Holder desires to Transfer any of his or her Shares, or any interest in such Shares, in any transaction other than pursuant to Section 3 of this Agreement, such Holder (the “Selling Holder”) shall first deliver written notice of his or her desire to do so (the “Notice”) to the Company and each of the Investors, in the manner prescribed in Section 11.4 of this Agreement. The Notice must specify: (a) the name and address of the party to which the Selling Holder proposes to sell or otherwise dispose of the Shares or an interest in the Shares (the “Offeror”), (b) the number of Shares the Selling Holder proposes to sell or otherwise dispose of (the “Offered Shares”), (c) the consideration per Share to be delivered to the Selling Holder for the proposed sale, transfer or disposition, and (d) all other material terms and conditions of the proposed transaction.

Offer of Sale; Notice of Proposed Sale. If the Holder any Founder desires to Transfer any of his or her Shares, or any interest in such Shares, Founder’s Shares in any transaction other than pursuant to Section 3 5.2 of this Agreement, such Holder Founder (the “Selling HolderFounder”) shall first deliver written notice of his or her such Founder’s desire to do so (the “Founder Notice”) to the Company and each of the New Investors, in the manner prescribed in by Section 11.4 9(d) of this Agreement. The Founder Notice must specify: (ai) the name and address of the party to which the Selling Holder Founder proposes to sell or otherwise dispose of the Shares or an interest in the Shares (the “Offeror”), (bii) the number of Shares the Selling Holder Founder proposes to sell or otherwise dispose of (the “Offered Shares”), (ciii) the consideration per Share to be delivered to the Selling Holder Founder for the proposed sale, transfer or disposition, (iv) include an offer to sell the Offered Shares to the New Investors and the Company on the terms set forth in Sections 5.4 and 5.5 and (dv) all other material terms and conditions of the proposed transaction.

Offer of Sale; Notice of Proposed Sale. If the Holder any Shareholder desires to Transfer any of his or her its Shares, or any interest in such Shares, in any transaction other than pursuant to Section 3 4.2 of this Agreement, such Holder Shareholder (the “"Selling Holder”Shareholder") shall first deliver written notice of his or her its desire to do so (the “"Notice”") to the Company and each of the Investorsother Shareholders, in the manner prescribed in Section 11.4 9(d) of this Agreement. The Notice must specify: (ai) the name and address of the party to which the Selling Holder Shareholder proposes to sell or otherwise dispose of the Shares or an interest in the Shares (the “"Offeror”"), (bii) the number of Shares the Selling Holder Shareholder proposes to sell or otherwise dispose of (the “"Offered Shares”"), (ciii) the consideration per Share to be delivered to the Selling Holder Shareholder for the proposed sale, transfer or disposition, and (div) all other material terms and conditions of the proposed transaction.

Offer of Sale; Notice of Proposed Sale. If the Holder any Shareholder desires to Transfer any of his or her its Shares, or any interest in such Shares, in any transaction other than pursuant to Section 3 5.2 of this Agreement, such Holder Shareholder (the “"Selling Holder”Shareholder") shall first deliver written notice of his or her its desire to do so (the “"Notice”") to the Company and each of the Investorsother Shareholders, in the manner prescribed in Section 11.4 10(d) of this Agreement. The Notice must specify: (ai) the name and address of the party to which the Selling Holder Shareholder proposes to sell or otherwise dispose of the Shares or an interest in the Shares (the “"Offeror”"), (bii) the number of Shares the Selling Holder Shareholder proposes to sell or otherwise dispose of (the “"Offered Shares”"), (ciii) the consideration per Share to be delivered to the Selling Holder for the proposed sale, transfer or disposition, and (d) all other material terms and conditions of the proposed transaction.be