Common use of Offering Notice Clause in Contracts

Offering Notice. Subject to Section 2, if any Stockholder (a "SELLING STOCKHOLDER") wishes to transfer all or any portion of its Shares to any Person (other than to a Permitted Transferee) (a "THIRD PARTY PURCHASER"), such Selling Stockholder shall offer such Shares first to the Company by sending written notice (the "OFFERING NOTICE") to the Company and the Rightholders which shall state (a) the number of Shares proposed to be transferred (the "OFFERED SECURITIES") and (b) the proposed purchase price per Share which the Selling Stockholder is willing to accept (the "OFFER PRICE"). Upon delivery of the Offering Notice, such offer shall be irrevocable unless and until the rights of first offer provided for herein shall have been waived or shall have expired.

Offering Notice. Subject to Section 2, if any Stockholder (a "SELLING STOCKHOLDER") wishes to transfer all or any portion of its or his Shares to any Person (other than to a Permitted Transferee) (a "THIRD PARTY PURCHASER"), such Selling Stockholder shall offer such Shares first to the Company by sending written notice (the "OFFERING NOTICE") to the Company and the Rightholders other Stockholders which shall state (a) the number of Shares proposed to be transferred (the "OFFERED SECURITIES") and (b) the proposed purchase price per Share which the Selling Stockholder is willing to accept (the "OFFER PRICE"). Upon delivery of the Offering Notice, such offer shall be irrevocable unless and until the rights of first offer provided for herein shall have been waived or shall have expired.

Offering Notice. Subject to Section 2, if any Stockholder If an Investor (a "SELLING STOCKHOLDERSelling Stockholder") wishes to sell or otherwise transfer all or any portion of its Shares to any Person (other than to a Permitted TransfereeTransferee that is an Affiliate thereof) (a "THIRD PARTY PURCHASERThird Party Purchaser"), such Selling Stockholder shall offer such Shares first to the Company by sending written notice (the "OFFERING NOTICEOffering Notice") to the Company and the Rightholders Company, which shall state (a) the number of Shares proposed to be sold or otherwise transferred (the "OFFERED SECURITIESOffered Securities") and (b) the proposed purchase price per Share which the Selling Stockholder is willing to accept (the "OFFER PRICEOffer Price"). Upon delivery of the Offering Notice, such offer shall be irrevocable unless and until the rights of first offer provided for herein shall have been waived by the Company or shall have expiredexpired under Section 3.1.2.

Offering Notice. Subject to Section 2Sections 2 and 3, if any Stockholder (a "SELLING STOCKHOLDERSelling Stockholder") wishes to transfer all or any portion of its or his Shares to any Person (other than to a Permitted Transferee) (a "THIRD PARTY PURCHASERThird Party Purchaser"), such Selling Stockholder shall offer such Shares first to the Company by sending written notice (the "OFFERING NOTICEOffering Notice") to the Company and the Rightholders other Stockholders which shall state (a) the number of Shares proposed to be transferred (the "OFFERED SECURITIESOffered Securities") and (b) the proposed purchase price per Share which the Selling Stockholder is willing to accept (the "OFFER PRICEOffer Price"). Upon delivery of the Offering Notice, such offer shall be irrevocable unless and until the rights of first offer provided for herein shall have been waived or shall have expired.