Purchase Right; Exercise; Expiration Clause Samples

Purchase Right; Exercise; Expiration. (a) At any time from and after closing of the Proposed Investment and on and prior to the Termination Date (as defined below), the Investors shall have the nontransferable, one-time right (the “Purchase Right”) to cause the Company to purchase all, but not less than all, of the Shares then owned by the Investors at a purchase price per Share equal to the Per Share Purchase Price (the “Per Share Sale Price”). (b) In the event that the Investors desire to exercise the Purchase Right, AWM Investment Company, Inc. (“AWM”), on behalf of the Investors, shall provide irrevocable written notice of exercise to the Company (the “Exercise Notice”), which Exercise Notice shall specify (i) the number of Shares for which the Exercise Notice is being given, which shall be not less than all of the Shares then owned by the Investors, and (ii) the date of the closing of the sale of the Shares by the Investors (the “Closing Date”), which shall not be more less than five Trading Days nor more than seven Trading Days after the date the Exercise Notice is received by the Company (unless Company and AWM, on behalf of the Investors, otherwise agree). As used herein, “Trading Day” means any day on which the principal market on which the shares of Class A common stock, par value $0.0001 per share, of the Company (“Company Common Stock”) are traded is open for trading during its regular trading hours. As of the date hereof, such principal market is the NASDAQ Global Market.