Common use of Stockholders' Option Clause in Contracts

Stockholders' Option. The Stockholders shall have an option for a period of ten (10) days from the Stockholders' receipt of the Additional Transfer Notice from the Selling Stockholder set forth in Section 2.2(c) to elect to purchase their respective pro rata shares of the Remaining Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice. Each Stockholder may exercise such purchase option and, thereby, purchase all or any portion of his, her or its pro rata share (with any reallotments as provided below) of the Remaining Shares, by notifying the Selling Stockholder and the Company in writing, before expiration of the ten (10) day period as to the number of such shares which he, she or it wishes to purchase (including any reallotment). Each Stockholders' pro rata share of the Remaining Shares shall be a fraction of the Remaining Shares, of which the number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) owned by such Stockholder on the date of the Transfer Notice shall be the numerator and the total number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) held by all Stockholders on the date of the Transfer Notice shall be the denominator. Each Stockholder shall have a right of reallotment such that, if any other Stockholder fails to exercise the right to purchase its full pro rata share of the Remaining Shares, the other participating Stockholders may exercise an additional right to purchase, on a pro rata basis, the Remaining Shares not previously purchased. Each Stockholder shall be entitled to apportion Remaining Shares to be purchased among its partners and affiliates, provided that such Stockholder notifies the Selling Stockholder of such allocation. If a Stockholder gives the Selling Stockholder notice that it desires to purchase its pro rata share of the Remaining Shares and, as the case may be, its reallotment, then payment for the Remaining Shares shall be by check or wire transfer, against delivery of the Remaining Shares to be purchased at a place agreed upon between the parties and at the time of the scheduled closing therefor, which shall be not later than fifteen (15) days after the Stockholder's receipt of the Additional Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third party transferee(s) or unless the value of the purchase price has not yet been established pursuant to Section 2.2(e).

Stockholders' Option. The Stockholders shall have an option for a period of ten (10) days from the Stockholders' Stockholder's receipt of the Additional Transfer Notice from the Selling Stockholder Founder set forth in Section 2.2(c3.4(c) to elect to purchase their respective pro rata shares of the Remaining Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice. Each Stockholder may exercise such purchase option and, thereby, purchase all or any portion of his, her or its pro rata share (with any reallotments as provided below) of the Remaining Shares, by notifying the Selling Stockholder Founder and the Company Corporation in writing, before expiration of the ten (10) day period as to the number of such shares which he, she or it wishes to purchase (including any reallotment). Each Stockholders' Stockholder's pro rata share of the Remaining Shares shall be a fraction of the Remaining Shares, of which the number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) Shares owned by such Stockholder on the date of the Transfer Notice shall be the numerator and the total number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) Shares held by the Founder and all Stockholders on a Fully Converted Basis on the date of the Transfer Notice shall be the denominator. Each Stockholder shall have a right of reallotment such that, if any other Stockholder fails to exercise the right to purchase its full pro rata share of the Remaining Shares, the other participating Stockholders may exercise an additional right to purchase, on a pro rata basis, the Remaining Shares not previously purchased. Each Stockholder shall be entitled to apportion Remaining Shares to be purchased among its partners and affiliates, provided that such Stockholder notifies the Selling Stockholder of such allocation. If a Stockholder gives the Selling Stockholder Founder notice that it desires to purchase its pro rata share of the Remaining Shares and, as the case may be, its reallotment, then payment for the Remaining Shares shall be by check bank draft, money order or wire transfer, against delivery of the Remaining Shares to be purchased at a place agreed upon between the parties and at the time of the scheduled closing therefor, which shall be not no later than fifteen thirty (1530) days after the StockholderCorporation's receipt of the Additional Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third party transferee(s) or unless the value of the purchase price has not yet been established pursuant to Section 2.2(e3.1(e).

Stockholders' Option. The Offeree Stockholders shall will have an option for a period of ten (10) days 20 Business Days from the Stockholders' receipt of the Additional Transfer Notice from (the Selling Stockholder set forth in Section 2.2(c"Holder Option Period") to elect to purchase their respective all (but not less than all) of such Offeree Stockholder's pro rata shares of portion, calculated relative to the Remaining Shares Capital Stock held by all Offeree Stockholders electing to purchase Offered Securities, at the same price and subject to the same material terms and conditions as described in the Additional Transfer NoticeNotice (the "Holders' Purchase Option"). Each Offeree Stockholder may exercise such purchase option and, thereby, purchase all or any portion of his, her or its pro rata share (with any reallotments as provided below) of the Remaining Shares, Holders' Purchase Option by so notifying the Selling Transferring Stockholder and the Company in writing, writing before expiration of the ten (10) day period as to the number of such shares which he, she or it wishes to purchase (including any reallotment). Each Stockholders' pro rata share of the Remaining Shares shall be a fraction of the Remaining Shares, of which the number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) owned by such Stockholder on the date of the Transfer Notice shall be the numerator and the total number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) held by all Stockholders on the date of the Transfer Notice shall be the denominator. Each Stockholder shall have a right of reallotment such that, if any other Stockholder fails to exercise the right to purchase its full pro rata share of the Remaining Shares, the other participating Stockholders may exercise an additional right to purchase, on a pro rata basis, the Remaining Shares not previously purchased. Each Stockholder shall be entitled to apportion Remaining Shares to be purchased among its partners and affiliates, provided that such Stockholder notifies the Selling Stockholder of such allocationHolder Option Period. If a Stockholder one or more Offeree Stockholders gives the Selling Transferring Stockholder notice that it desires they desire to purchase its pro rata share of the Remaining Shares andOffered Securities, as the case may be, its reallotment, then payment for the Remaining Shares such Offered Securities shall be in cash by certified check or wire transfer, against delivery of the Remaining Shares to be purchased certificates representing such Offered Securities, at a place agreed upon between the parties and at the time of the scheduled closing therefor, which shall be not no later than fifteen (15) days 30 Business Days after the Stockholder's Offeree Stockholders' receipt of the Additional Transfer Notice, unless . Any Offered Securities not elected to be purchased by the Transfer Notice contemplated a later closing with the prospective third party transferee(s) or unless the value end of the Holder Option Period will be re-offered for a five-day period by the Transferring Stockholder to the Offeree Stockholders who have elected to purchase price has not yet been established pursuant to Section 2.2(e)their full pro-rata portion of the Offered Securities; if such Offeree Stockholders collectively subscribe for more than the available Offered Securities, such Offered Securities will be allocated on a pro-rata basis.

Stockholders' Option. The Stockholders shall have an option for a period of ten twenty (1020) days from the Stockholders' receipt of the Additional Transfer Notice from the Selling Stockholder set forth in Section 2.2(c) to elect to purchase their respective pro rata shares of the Remaining Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice. Each Stockholder may exercise such purchase option and, thereby, purchase all or any portion of his, her or its pro rata share (with any reallotments as provided below) of the Remaining Shares, by notifying the Selling Stockholder and the Company in writing, before expiration of the ten twenty (1020) day period as to the number of such shares which he, she or it wishes to purchase (including any reallotment). Each Stockholders' pro rata share of the Remaining Shares shall be a fraction of the Remaining Shares, of which the number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) owned by such Stockholder on the date of the Transfer Notice shall be the numerator and the total number of shares of Common Stock (including shares of Common Stock issuable upon conversion of Preferred Shares) held by all Stockholders on the date of the Transfer Notice shall be the denominator. Each Stockholder shall have a right of reallotment such that, if any other Stockholder fails to exercise the right to purchase its full pro rata share of the Remaining Shares, the other participating Stockholders may exercise an additional right to purchase, on a pro rata basis, the Remaining Shares not previously purchased. Each Stockholder shall be entitled to apportion Remaining Shares to be purchased among its partners and affiliates, provided that such Stockholder notifies the Selling Stockholder of such allocation. If a Stockholder gives the Selling Stockholder notice that it desires to purchase its pro rata share of the Remaining Shares and, as the case may be, its reallotment, then payment for the Remaining Shares shall be by check or wire transfer, against delivery of the Remaining Shares to be purchased at a place agreed upon between the parties and at the time of the scheduled closing therefor, which shall be not later than fifteen forty-five (1545) days after the StockholderCompany's receipt of the Additional Transfer Notice, unless the Transfer Notice contemplated a later closing with the prospective third party transferee(s) or unless the value of the purchase price has not yet been established pursuant to Section 2.2(e).