Common use of Sale Upon Election Not to Purchase Clause in Contracts

Sale Upon Election Not to Purchase. Upon expiration of the Acceptance Period, without the Offeror having received a Purchase Notice from the Offeree, the Offeror is free to Transfer the Offered Shares to a Proposed Transferee, within the immediately subsequent ninety (90) Business Days on terms and conditions, including price, not more favorable to the Proposed Transferee than those on which the Offeror proposes to sell such Offered Shares to the Offeree; provided, that the Transferring Shareholder has notified the other Shareholder as to (i) the identity of the Proposed Transferee, and (ii) the Person or Persons, if any, that control such Proposed Transferee, and the other Shareholder has notified the Transferring Shareholder that it has no objection thereto. The other Shareholder will not be entitled to object to the Transfer unless it reasonably considers, acting in good faith, that the Proposed Transferee is not of good reputation or is a direct competitor of the Company. The other Shareholder must provide notice of its acceptance or rejection of the Transfer within 15 (fifteen) Business Days of receiving the notice from the Offeror described above.

Sale Upon Election Not to Purchase. Upon expiration of the Acceptance Period, without the Offeror having received a Purchase Notice from the Offeree, the Offeror is free to Transfer the Offered Shares its membership (rights) to a Proposed Transferee, within the immediately subsequent ninety (90) Business Days on terms and conditions, including price, not more favorable to the Proposed Transferee than those on which the Offeror proposes to sell such Offered Shares its membership (rights) to the Offeree; provided, that the Transferring Shareholder Member has notified the other Shareholder Member as to (i) the identity of the Proposed Transferee, and (ii) the Person or Persons, if any, that control such Proposed Transferee, and the other Shareholder Member has notified the Transferring Shareholder Member that it has no objection thereto. The other Shareholder Member will not be entitled under obligation to object to the Transfer unless approve such transfer if it reasonably considers, acting in good faith, that the Proposed Transferee is not of good reputation or is a direct competitor of the CompanyCooperative. The other Shareholder Member must provide notice of its acceptance or rejection written approval of the Transfer within 15 (fifteen) Business Days of receiving the notice from the Offeror described above.