POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects any of the InTouch Shareholders, the Surviving Corporation shall promptly notify the affected InTouch Shareholder of such matter, information, or event and shall provide them with copies of all relevant documentation or correspondence in connection thereto.
POST-CLOSING NOTICE. Notwithstanding anything in this ARTICLE II to the contrary, if (a) the Board determines in good faith that the Company’s ability to consummate the New Financing would be adversely impacted by virtue of compliance with the advance notice provisions contained in Section 2.1(a), and (b) such New Financing is permissible under the rules of the principal securities exchange on which the Company’s securities are traded, the Company may issue or raise such New Financing without providing such notice and without regard to the provisions of this ARTICLE II prior to such issuance, including the Principal Purchasers’ right of purchase as provided herein. After the consummation of such New Financing without providing such advance notice in reliance on this Section 2.2, the Company shall provide the Principal Purchasers written notice (the “Post Closing Notice”) of the fact that the Company issued or raised such New Financing, that such transaction has been consummated, and that the notice required by Section 2.1(a) was not provided in reliance on this Section 2.2. The Post Closing Notice shall set forth the type of New Financing issued or raised, and the price and the terms upon which such New Financing was issued or raised. The Purchasers shall have twenty (20) days from the delivery of such Post Closing Notice to elect to purchase or subscribe for up to the Principal Purchasers’ Pro Rata Portion of such New Financing, for the price and upon the terms specified in such Post Closing Notice (other than in respect of the method of distribution, which shall be determined at the Company’s discretion in order to ensure compliance with applicable securities laws), and the closing of such sale to the Principal Purchasers so electing shall be consummated as promptly as practicable thereafter but in no event later than ten (10) Business Days after the date on which the Principal Purchasers’ response was due (subject to extension for any required regulatory or stock exchange approvals, shareholder approvals or arrangement of any necessary financing by the Principal Purchaser).
POST-CLOSING NOTICE. Within thirty (30) days after the date of consummation of any Sale with respect to which the Owner Offerees fail or refuse to timely elect to exercise the ROFR, Owner Offeror shall provide Owner Offerees with copies of the purchase agreement and conveyance documents for such Sale. If Owner Offeror does not consummate a proposed Sale within three (3) months after the date on which the last Owner Offeree notifies (or is deemed to have notified) Owner Offeror of Owner Offeree’s election not to exercise the ROFR, then all of the restrictions hereof shall thenceforth apply again to such Third Party Offer as though no written Notice of Offer had been given by Owner Offeror to Owner Offerees, and the Owner Offeror shall not thereafter consummate any sale pursuant to such Third Party Offer until the Owner Offer thereafter complies with the requirements of Sections 2.4(c), (d) and (e). Notwithstanding anything in this Agreement to the contrary, if Owner Offeror (i) consummates a proposed Sale within the three (3) months after the date on which the last Owner Offeree notifies (or is deemed to have notified) Owner Offeror of Owner Offerees’s election not to exercise the ROFR and (ii) provides the Owner Offerees with copies of the purchase agreement and conveyance documents of such Sale, then Owner Offerees shall cease to have any further right to exercise the ROFR with respect to the particular Sale, although the ROFR shall continue for the term of this Agreement to be applicable in the event of any future Sale or Sales by the Third Party grantee. (g)
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects any of the LMP Principals, the Surviving Corporation shall promptly notify the affected LMP Principal of such matter, information, or event and shall provide them with copies of all relevant documentation or correspondence in connection thereto.
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects any of the TWC Members, the Surviving Corporation shall promptly notify the affected TWC Member of such matter, information, or event and shall provide them with copies of all relevant documentation or correspondence in connection thereto.
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects the Ionix Shareholder, the Surviving Corporation shall promptly notify the Ionix Shareholder of such matter, information, or event and shall provide him with copies of all relevant documentation or correspondence in connection thereto.
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects Next Century, the Surviving Corporation shall promptly notify Next Century of such matter, information, or event and shall provide them with copies of all relevant documentation or correspondence in connection thereto.
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects any of the stockholders of ICC, the Surviving Corporation will promptly notify the affected stockholders of ICC of such matter, information, or event and will provide them with copies of all relevant documentation or correspondence in connection therewith.
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects any of the Swan Shareholders, the Surviving Corporation shall promptly notify the affected Swan Shareholder of such matter, information, or event and shall provide them with copies of all relevant documentation or correspondence in connection thereto.
POST-CLOSING NOTICE. To the extent the Surviving Corporation receives written notice of any event or circumstance that materially affects any of the Tekna Shareholders, the Surviving Corporation shall promptly notify the affected Tekna Shareholder of such matter, information, or event and shall provide them with copies of all relevant documentation or correspondence in connection thereto.
