Common use of Seller's Right to Transfer Clause in Contracts

Seller's Right to Transfer. If the Company and each Preferred Holder have not elected to purchase all of the Offered Stock, then, subject to the Preferred Holders' Right of Co-Sale as defined in Article 5 hereof, the Seller may transfer that portion of the Offered Stock permitted to be sold, to any person named as a Transferee in the Seller's Notice, at the Offered Price or at a higher price, provided that such Transfer (i) is consummated within 30 days after the end of the Preferred Holders' Refusal Period, (ii) is on terms no more favorable to the Transferee than the terms proposed in the Seller's Notice and (iii) is in accordance with all the terms of this Agreement. If the Offered Stock is not so Transferred during such 30-day period, then the Seller may not Transfer any of such Offered Stock without complying again in full with the provisions of this Agreement.

Appears in 2 contracts

Samples: Investors' Rights Agreement (Liquor Com Inc), Investors' Rights Agreement (Liquor Com Inc)

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Seller's Right to Transfer. If the Company and each Preferred Holder Investor have not elected to purchase all of the Offered StockStock under their Right of First Refusal, then, subject and to the Preferred Holders' extent that the Investors have not exercised their Right of Co-Sale as defined in Article 5 hereofSale, the Seller may transfer Transfer that portion of the Offered Stock permitted to be sold, to any person named as a purchaser or other Transferee in the Seller's ’s Notice, at the Offered Price or at a higher pricePrice, provided that such Transfer (i) is consummated within 30 thirty (30) days after the end date of the Preferred Holders' Refusal PeriodRight of Co-Sale Notice, (ii) is on terms no more favorable to the Transferee Seller than the terms proposed in the Seller's ’s Notice and (iii) is in accordance with all the terms of this Agreement. If the Offered Stock is not so Transferred during such thirty (30-) day period, then the Seller may not Transfer any of such Offered Stock without complying again in full with the provisions of this Agreement.

Appears in 1 contract

Samples: Stockholder Agreement (Xtera Communications, Inc.)

Seller's Right to Transfer. If the Company and each Preferred Holder have not elected to purchase all of the Offered Stock, then, subject to the Preferred Holders' Right of Co-Co- Sale as defined in Article 5 Section 4 hereof, the Seller may transfer that portion of the Offered Stock permitted to be sold, to any person named as a purchaser or other Transferee in the Seller's Notice, at the Offered Price or at a higher price, provided that such Transfer (i) is consummated within 30 sixty (60) days after the end of the Preferred Holders' Refusal Period, (ii) is on terms no more favorable to the Transferee than the terms proposed in the Seller's Notice and (iii) is in accordance with all the terms of this Agreement. If the Offered Stock is not so Transferred during such thirty (30-) day period, then the Seller may not Transfer any of such Offered Stock without complying again in full with the provisions of this Agreement.

Appears in 1 contract

Samples: Sale Agreement (Dean & Deluca Inc)

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Seller's Right to Transfer. If the Company and each Preferred Holder have not elected to purchase all of the Offered Stock, then, subject to the Preferred Holders' Right of Co-Sale as defined in Article 5 Section 4 hereof, the Seller may transfer that portion of the Offered Stock permitted to be sold, to any person named as a purchaser or other Transferee in the Seller's Notice, at the Offered Price or at a higher price, provided that such Transfer (i) is consummated within 30 thirty (30) days after the end of the Preferred Holders' Refusal Period, (ii) is on terms no more favorable to the Transferee than the terms proposed in the Seller's Notice and (iii) is in accordance with all the terms of this Agreement. If the Offered Stock is not so Transferred during such thirty (30-) day period, then the Seller may not Transfer any of such Offered Stock without complying again in full with the provisions of this Agreement.

Appears in 1 contract

Samples: Sale Agreement (Iss Group Inc)

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