OPTION OF DOCTORS HEALTH Sample Clauses

OPTION OF DOCTORS HEALTH. Each Class A Stockholder shall have the right to receive a bona fide offer to purchase (which it is willing to accept) (a "CLASS A COMMON OFFER") from any independent third person capable of consummating such a sale of all, but not less than all, of its Class A Common Stock (the "CLASS A COMMON OFFERED STOCK"). Before accepting a Class A Common Offer, the Class A Stockholder shall first offer in writing (the "CLASS A COMMON STOCKHOLDER'S OFFER") to sell the Class A Common Offered Stock to Doctors Health at the price and on the terms on which such transferring Class A Common Stockholder proposes to transfer the Class A Common Offered Stock to the proposed third party transferee. The Class A Common Stockholder's Offer shall set forth (A) the number of shares of the Class A Common Offered Stock, (B) the name and address of the proposed transferee, (C) the amount of consideration to be received by the transferring Class A Stockholder, and (D) the method of proposed payment. A copy of the Class A Common Stockholder's Offer shall simultaneously also be sent to the Remaining Stockholders. Doctors Health shall have the right to exercise its option to purchase the Class A Common Offered Stock, for a period of thirty (30) days following its receipt of the Class A Stockholder's Offer, by notifying such holder of Class A Common Stock in writing of its intention to purchase at closing all or any shares of the Class A Common Offered Stock.
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Related to OPTION OF DOCTORS HEALTH

  • Retention of Documents The Registrar shall retain copies of all letters, notices and other written communications received pursuant to this Article II. The Company shall have the right to inspect and make copies of all such letters, notices or other written communications at any reasonable time upon the giving of reasonable written notice to the Registrar.

  • Provision of Documentation to Employee By signing this Agreement the Employee acknowledges receipt of a copy of this Agreement and a copy of the Plan.

  • Provision of Documentation to Optionee By signing this agreement the Optionee acknowledges receipt of a copy of this agreement and a copy of the Plan.

  • ELECTION OF DOMICILE The parties agree to elect domicile in the judicial district of Beijing, China, and chose it as the appropriate district to hear any claim arising from the interpretation, application, performance, the entry into force, validity and effect of this contract.

  • Protection of Documents All documents, records and files, in any media of whatever kind and description, relating to the business, present or otherwise, of the Company or any of its Affiliates, and any copies, in whole or in part, thereof (the “Documents”), whether or not prepared by you shall be the sole and exclusive property of the Company. You agree to safeguard all Documents and to surrender to the Company, at the time your employment terminates or at such earlier time or times as the Committee or its designee may specify, all Documents then in your possession or control.

  • Certification of Documents The required copy of the Agreement and Declaration of Trust of Fund and copies of all amendments thereto will be certified by the appropriate official of The Commonwealth of Massachusetts; and if such Agreement and Declaration of Trust and amendments are required by law to be also filed with a county, city or other officer or official body, a certificate of such filing will appear on the certified copy submitted to Service Company. A copy of the order or consent of each governmental or regulatory authority required by law for the issuance of Fund shares will be certified by the Secretary or Clerk of such governmental or regulatory authority, under proper seal of such authority. The copy of the Bylaws and copies of all amendments thereto and copies of resolutions of the Board of Trustees of Fund will be certified by the Secretary or an Assistant Secretary of Fund.

  • Post-Employment Cooperation Executive agrees to fully cooperate with the Employer in the defense or prosecution of any claims or actions now in existence or which may be brought in the future against or on behalf of the Employer which relate to events or occurrences that transpired or which failed to transpire while Executive was employed by the Employer. Executive also agrees to cooperate fully with the Employer in connection with any internal investigation or review, or any investigation or review by any federal, state or local regulatory authority, relating to events or occurrences that transpired or failed to transpire while Executive was employed by the Employer. Executive’s full cooperation in connection with such matters shall include, but not be limited to, providing information to counsel, being available to meet with counsel to prepare for discovery or trial and acting as a witness on behalf of the Employer at a mutually convenient times.

  • Provision of Documents The Company will furnish, at its own expense, to the Underwriters and counsel for the Underwriters copies of the Registration Statement (three of which will be signed and will include all consents and exhibits filed therewith), and to the Underwriters and any dealer each Preliminary Prospectus, the Time of Sale Disclosure Package, the Prospectus, any issuer free writing prospectus and all amendments and supplements to such documents, in each case as soon as available and in such quantities as you may from time to time reasonably request.

  • Production of Witnesses; Records; Cooperation (a) After the Effective Time, except in the case of a Dispute between Parent and SpinCo, or any members of their respective Groups, each Party shall use its commercially reasonable efforts to make available to the other Party, upon written request, the former, current and future directors, officers, employees, other personnel and agents of the members of its respective Group as witnesses and any books, records or other documents within its control or which it otherwise has the ability to make available without undue burden, to the extent that any such person (giving consideration to business demands of such directors, officers, employees, other personnel and agents) or books, records or other documents may reasonably be required in connection with any Action in which the requesting Party (or member of its Group) may from time to time be involved, regardless of whether such Action is a matter with respect to which indemnification may be sought hereunder. The requesting Party shall bear all costs and expenses in connection therewith.

  • Execution of Documents Unless otherwise specified, all Credit Documents and all other certificates executed in connection therewith must be signed by a Responsible Officer.

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