RSI Right of First Offer. (a) Subject to Section 8.4 hereof, before any Holder shall transfer any shares of capital stock of the Company, such Holder shall first deliver a written notice (the "Holder Notice of Offer") to RSI offering to sell the number of shares proposed to be sold by such Holder to RSI (the "RSI Right of First Offer"). The Holder Notice of Offer shall specify (i) the number and classes of all shares of Common Stock proposed to be sold by such Holder to RSI (the "Holder Offered Securities"), (ii) the minimum proposed cash consideration per share that Holder desires to receive for the Holder Offered Securities (the "Holder Offer Price"), and (iii) any other terms and conditions of the offer. The Holder Notice of Offer shall constitute an irrevocable offer by such Holder to sell to RSI all, but not less than all, of the Holder Offered Securities at the Holder Offer Price, in accordance with this Section 8.
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Samples: Stockholders Agreement (Vantas Inc), Stockholders Agreement (Reckson Services Industries Inc), Stockholders Agreement (Carramerica Realty Corp)
RSI Right of First Offer. (a) Subject to Section 8.4 hereof, before any Holder shall transfer any shares of capital stock of the Company, such Holder shall first deliver a written notice (the "“Holder Notice of Offer"”) to RSI offering to sell the number of shares proposed to be sold by such Holder to RSI (the "“RSI Right of First Offer"”). The Holder Notice of Offer shall specify (i) the number and classes of all shares of Common Stock proposed to be sold by such Holder to RSI (the "“Holder Offered Securities"”), (ii) the minimum proposed cash consideration per share that Holder desires to receive for the Holder Offered Securities (the "“Holder Offer Price"”), and (iii) any other terms and conditions of the offer. The Holder Notice of Offer shall constitute an irrevocable offer by such Holder to sell to RSI all, but not less than all, of the Holder Offered Securities at the Holder Offer Price, in accordance with this Section 8.
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