Common use of The Continuing Shareholders Right to Purchase Clause in Contracts

The Continuing Shareholders Right to Purchase. If the Company fails to exercise its right to purchase pursuant to Section 9.01(a) above, the Continuing Shareholders shall have the right for an additional period of thirty (30) days (“Additional 30 Day Period”) commencing at the expiration of the 30 Day Period to purchase the Shares which the Offering Shareholder proposes to sell at the proposed purchase price per Share. The Continuing Shareholders shall exercise this right to purchase by giving written notice to the Offering Shareholder prior to the expiration of the Additional 30 Day Period that they elect to purchase its Shares and setting forth a date and time for closing which shall be not later than ninety (90) days after the expiration of the Additional 30 Day Period. Any purchase of Shares by all or some of the Continuing Shareholders shall be made in such proportion as they might agree among themselves or, in the absence of any such agreement, pro rata in proportion to their ownership of Shares of the Company (excluding the Offering Shareholder's Shares) at the time of such offer, but in any event one or more of the Continuing Shareholders must agree to purchase all of the Shares which the Offering Shareholder proposes to sell. At the time of closing, the Offering Shareholder shall deliver to the Continuing Shareholders who elect purchase all of the shares certificates representing the Shares to be sold, together with stock powers duly endorsed in blank. Said Shares shall be delivered by the Offering Shareholder free and clear of any and all liens and encumbrances. All transfer taxes and documentary stamps shall be paid by the Offering Shareholder.

Appears in 1 contract

Samples: Joint Venture Agreement (Mobetize, Corp.)

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The Continuing Shareholders Right to Purchase. If the Company fails to exercise its right to purchase pursuant to Section 9.01(a) abovetoSection 9.01(a)above, the Continuing Shareholders shall have the right for an additional period of thirty (30) days (the “Additional 30 Day Period”) commencing at the expiration of the 30 Day Period to purchase the Shares which the Offering Shareholder proposes to sell at the proposed purchase price per Share. The Continuing Shareholders shall exercise this right to purchase by giving written notice to the Offering Shareholder prior to the expiration of the Additional 30 Day Period that they elect to purchase its Shares and setting forth a date and time for closing which shall be not later than ninety (90) days after the expiration of the Additional 30 Day Period. Any purchase of Shares by all or some of the Continuing Shareholders shall be made in such proportion as they might agree among themselves or, in the absence of any such agreement, pro rata in proportion to their ownership of Shares of the Company (excluding the Offering Shareholder's Shares) at the time of such offer, but in any event one or more of the Continuing Shareholders must agree to purchase all of the Shares which the Offering Shareholder proposes to sell. At the time of closing, the Offering Shareholder shall deliver to the Continuing Shareholders who elect purchase all of the shares buyer certificates representing the Shares to be sold, together with stock powers duly endorsed in blank. Said Shares shall be delivered by the Offering Shareholder free and clear of any and all liens and encumbrances. All transfer taxes and documentary stamps shall be paid by the Offering Shareholder.

Appears in 1 contract

Samples: Joint Venture Agreement (US Highland, Inc.)

The Continuing Shareholders Right to Purchase. If the Company fails to exercise its right to purchase pursuant to Section 9.01(asubparagraph (i) above, the Continuing Shareholders shall have the right for an additional period of thirty (30) 14 days (the "Additional 30 14 Day Period") commencing at the expiration of the 30 14 Day Period to purchase the Shares which the Offering Shareholder proposes to sell at the proposed purchase price per Share. The Continuing Shareholders shall exercise this right to purchase by giving written notice to the Offering Shareholder prior to the expiration of the Additional 30 14 Day Period that they elect to purchase its his Shares and setting forth a date and time for closing which shall be not later than ninety (90) 14 days after the expiration of the Additional 30 14 Day Period. Any purchase of Shares by all or some of the Continuing Shareholders shall be made in such proportion as they might agree among themselves or, in the absence of any such agreement, pro rata in proportion to their ownership of Shares of the Company (excluding the Offering Shareholder's Shares) at the time of such offer, but in any event one or more of the Continuing Shareholders must agree to purchase all of the Shares which the Offering Shareholder proposes to sell. At the time of closing, the Offering Shareholder shall deliver to the Continuing Shareholders who elect purchase all of the shares Buyer certificates representing the Shares to be sold, together with stock powers duly endorsed in blank. Said Shares shall be delivered by the Offering offering Shareholder free and clear of any and all liens and encumbrances. All transfer taxes and documentary stamps shall be paid by the Offering Shareholder.

Appears in 1 contract

Samples: Shareholders Agreement

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The Continuing Shareholders Right to Purchase. If the Company fails to exercise its right to purchase pursuant to Section 9.01(asubparagraph (i) above, the Continuing Shareholders shall have the right for an additional period of thirty (30) [NUMBER] days (the "Additional 30 [NUMBER] Day Period") commencing at the expiration of the 30 [NUMBER] Day Period to purchase the Shares which the Offering Shareholder proposes to sell at the proposed purchase price per Share. The Continuing Shareholders shall exercise this right to purchase by giving written notice to the Offering Shareholder prior to the expiration of the Additional 30 [NUMBER] Day Period that they elect to purchase its his Shares and setting forth a date and time for closing which shall be not later than ninety (90) [NUMBER] days after the expiration of the Additional 30 [NUMBER] Day Period. Any purchase of Shares by all or some of the Continuing Shareholders shall be made in such proportion as they might agree among themselves or, in the absence of any such agreement, pro rata in proportion to their ownership of Shares of the Company (excluding the Offering Shareholder's Shares) at the time of such offer, but in any event one or more of the Continuing Shareholders must agree to purchase all of the Shares which the Offering Shareholder proposes to sell. At the time of closing, the Offering Shareholder shall deliver to the Continuing Shareholders who elect purchase all of the shares Buyer certificates representing the Shares to be sold, together with stock powers duly endorsed in blank. Said Shares shall be delivered by the Offering offering Shareholder free and clear of any and all liens and encumbrances. All transfer taxes and documentary stamps shall be paid by the Offering Shareholder.

Appears in 1 contract

Samples: Shareholders Agreement

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