Common use of Sale Without Notice Clause in Contracts

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 11 contracts

Samples: Investor Rights Agreement (Biodesix Inc), Investor Rights Agreement (Snowflake Inc.), Investor Rights Agreement (Snowflake Inc.)

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Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchasessecurities. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 7 contracts

Samples: Investor Rights Agreement (Talis Biomedical Corp), Investor Rights Agreement (Talis Biomedical Corp), Rights Agreement (Adaptive Insights Inc)

Sale Without Notice. In lieu of giving notice to the Major Preferred Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Preferred Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Preferred Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Preferred Investor, maintain such Major Preferred Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Preferred Investors.

Appears in 4 contracts

Samples: Rights Agreement, Rights Agreement, Investor Rights Agreement (Trevena Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) 30 days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) 20 days from the date of receipt of such notice to elect to purchase subscribe for up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchasessecurities. The closing of such sale issuance shall occur within sixty (60) 60 days of the date of notice to the Major Investors.

Appears in 3 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Iterum Therapeutics LTD), Investor Rights Agreement (Iterum Therapeutics LTD)

Sale Without Notice. In lieu of giving notice to the Major Qualified Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Qualified Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Qualified Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Qualified Investor, maintain such Major Qualified Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Qualified Investors.

Appears in 3 contracts

Samples: Investor Rights Agreement (Groupon, Inc.), Investor Rights Agreement (Echo Global Logistics, Inc.), Investor Rights Agreement (Innerworkings Inc)

Sale Without Notice. In lieu of giving notice to the Major Significant Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Significant Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Significant Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s its pro rata share of Equity Securities (as set forth defined in Section 4.1) of the Company’s equity securities after , and calculated before giving effect to all such purchasesthe sale of the Equity Securities to the purchasers thereof). The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Significant Investors.

Appears in 2 contracts

Samples: Rights Agreement (Mercata Inc), Preferred Stock Purchase Agreement (Mercata Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchasessecurities. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 2 contracts

Samples: Investor Rights Agreement (Five Prime Therapeutics Inc), Rights Agreement (Reliant Technologies Inc)

Sale Without Notice. In lieu of giving notice to the Major Eligible Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Eligible Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Eligible Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Eligible Investor, maintain such Major Eligible Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchasessecurities. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Eligible Investors.

Appears in 2 contracts

Samples: Investor Rights Agreement, Investor Rights Agreement (Snap Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.25.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.15.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 2 contracts

Samples: Investors’ Rights Agreement (Eidos Therapeutics, Inc.), Investors’ Rights Agreement (Eidos Therapeutics, Inc.)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities Equity Securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 2 contracts

Samples: Rights Agreement, Investor Rights Agreement (Roku, Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty fifteen (2015) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 2 contracts

Samples: Investor Rights Agreement (Instructure Inc), Investor Rights Agreement (Instructure Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.25.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.15.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Eidos Therapeutics, Inc.)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchasessecurities. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major InvestorsInvestors and on the same terms and conditions as the other purchasers of such Equity Securities.

Appears in 1 contract

Samples: Rights Agreement (CymaBay Therapeutics, Inc.)

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Sale Without Notice. In lieu of giving notice to the Major Investors and Stockholders prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors and Stockholders within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor and Stockholder shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s its pro rata share of Equity Securities (as set forth defined in Section 4.1) of the Company’s equity securities after , and calculated before giving effect to all such purchasesthe sale of the Equity Securities to the purchasers thereof at the price and terms being offered). The closing of such sale shall occur within sixty (60) days of the date of notice to the Major InvestorsInvestors and Stockholders.

Appears in 1 contract

Samples: Rights Agreement (Peoplepc Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.21.2, the Company may elect to give notice to the Major Investors within thirty ten (3010) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty ninety (2090) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.11.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty thirty (6030) days of the date of notice to the Major Investorsafter such election by such Investor.

Appears in 1 contract

Samples: Coronado Biosciences Inc

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 1 contract

Samples: Investor Rights Agreement (Calithera Biosciences, Inc.)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) 30 days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) 20 days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share prior to such issuance (as set forth in Section 4.14.1 and Section 4.2) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) 60 days of the date of notice to the Major Investors.

Appears in 1 contract

Samples: Investor Rights Agreement (New Relic Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.25.2, the Company may elect to give notice to the Major Investors within thirty (30) days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s its pro rata share of Equity Securities (as set forth defined in Section 4.1) of the Company’s equity securities after 5.1, and calculated before giving effect to all such purchasesthe sale of the Equity Securities to the purchasers thereof). The closing of such sale shall occur within sixty (60) days of the date of notice to the Major Investors.

Appears in 1 contract

Samples: Investor Rights Agreement (Blue Nile Inc)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) 30 days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) 20 days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchasespurchases and the Company’s issuances. The closing of such sale shall occur within sixty (60) 60 days of the date of notice to the Major Investors. The Major Investors may still require that the Company exercise the Company Buyout Option in connection with a sale made pursuant to this Section 4.4.

Appears in 1 contract

Samples: Investor Rights Agreement (U.S. Auto Parts Network, Inc.)

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) 30 days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) 20 days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s its pro rata share of Equity Securities (as set forth defined in Section 4.1) of the Company’s equity securities after , and calculated before giving effect to all such purchasesthe sale of the Equity Securities to the purchasers thereof). The closing of such sale shall occur within sixty (60) 60 days of the date of notice to the Major Investors.

Appears in 1 contract

Samples: Investor Rights Agreement

Sale Without Notice. In lieu of giving notice to the Major Investors prior to the issuance of Equity Securities as provided in Section 4.2, the Company may elect to give notice to the Major Investors within thirty (30) 30 days after the issuance of Equity Securities. Such notice shall describe the type, price and terms of the Equity Securities. Each Major Investor shall have twenty (20) 20 days from the date of receipt of such notice to elect to purchase up to the number of shares that would, if purchased by such Major Investor, maintain such Major Investor’s pro rata share (as set forth in Section 4.1) of the Company’s equity securities after giving effect to all such purchases. The closing of such sale shall occur within sixty (60) 60 days of the date of notice to the Major Investors.

Appears in 1 contract

Samples: Investor Rights Agreement

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