Third Option of Other Stockholders After Marital Dissolution Sample Clauses

Third Option of Other Stockholders After Marital Dissolution. If the Corporation does not elect, as provided in Paragraph 4.4, to purchase all of the Shares that such Stockholder has not elected to purchase, then each of the other Stockholders shall have the third right and option, but not the obligation, to purchase that portion of such Shares that neither such Stockholder nor the Corporation has elected to purchase, at the price per Share equal to the Market Value on the date of the entry of the dissolution order and upon the other terms and conditions set forth herein, with payment to be made in accordance with the provisions of Article VII. Such third option by the other Stockholders shall be in the proportion that the number of Shares owned by each bears to the total number of Shares owned by all or he other Stockholder, with successive proration among those other Stockholders desiring to exercise the third option, or in such different proportions as the other Stockholders desiring to exercise the third option may agree among themselves. Each Stockholder who elects to purchase Shares as provided in this Paragraph 4.5 shall give written notice to such spouse of his exercise of such third option within thirty (30) days after the expiration of the sixty (60) day period referred to Paragraph 4.4, which notice shall also specify the number of Shares which such Stockholder giving the notice elects to purchase. Upon exercise of such right and option, the Stockholders exercising the same shall become obligated to purchase, and such spouse shall become obligated to sell, the number of Shares stated in the Stockholder's notice. If the foregoing option is not exercised within the time permitted for the exercise thereof, then said option shall automatically expire and lapse.
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Related to Third Option of Other Stockholders After Marital Dissolution

  • Termination of Stockholders Agreement The Stockholders, the Company and the other parties thereto hereby agree to terminate the Stockholders Agreement, including any and all annexes or exhibits thereto, as of the Effective Time. The provisions of the Stockholders Agreement shall not survive its termination, and shall have no further force from and after the Effective Date, nor shall any party to the Stockholders Agreement have any surviving obligations, rights or duties thereunder.

  • Termination of Shareholders Agreement Each of the Parties agrees that upon the Closing, the Shareholders’ Agreement shall be, without any further action required by any Party, terminated immediately, in its entirety and shall be of no further force or effect, including without limitation, each of the provisions of Section 8.3 thereof.

  • No Rights as Stockholder Until Exercise; No Settlement in Cash This Warrant does not entitle the Holder to any voting rights, dividends or other rights as a stockholder of the Company prior to the exercise hereof as set forth in Section 2(d)(i), except as expressly set forth in Section 3. Without limiting any rights of a Holder to receive Warrant Shares on a “cashless exercise” pursuant to Section 2(c) or to receive cash payments pursuant to Section 2(d)(i) and Section 2(d)(iv) herein, in no event shall the Company be required to net cash settle an exercise of this Warrant.

  • Transfer of Shares After the Effective Time No transfers of Shares shall be made on the stock transfer books of the Surviving Corporation at or after the Effective Time.

  • No Rights as Shareholder Until Exercise; No Settlement in Cash This Warrant does not entitle the Holder to any voting rights, dividends or other rights as a shareholder of the Company prior to the exercise hereof as set forth in Section 2(d)(i), except as expressly set forth in Section 3. Without limiting any rights of a Holder to receive Warrant Shares on a “cashless exercise” pursuant to Section 2(c) or to receive cash payments pursuant to Section 2(d)(i) and Section 2(d)(iv) herein, in no event shall the Company be required to net cash settle an exercise of this Warrant.

  • No Rights as Stockholders; Transfer Books This Warrant does not entitle the Warrantholder to any voting rights or other rights as a stockholder of the Company prior to the date of exercise hereof. The Company will at no time close its transfer books against transfer of this Warrant in any manner which interferes with the timely exercise of this Warrant.

  • Restricted Stock Subject to Plan This Agreement is subject to the Plan as approved by the Company’s shareholders. The terms and provisions of the Plan as it may be amended from time to time are hereby incorporated herein by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.

  • Transfer of Shares After Registration; Suspension (a) The Investor agrees that it will not effect any disposition of the Shares or its right to purchase the Shares that would constitute a sale within the meaning of the Securities Act other than transactions exempt from the registration requirements of the Securities Act, except as contemplated in the Registration Statement referred to in Section 6.1 and as described below, and that it will promptly notify the Company of any changes in the information set forth in the Registration Statement regarding the Investor or its plan of distribution.

  • Transfer of Incentive Distribution Rights The General Partner or any other holder of Incentive Distribution Rights may transfer any or all of its Incentive Distribution Rights without the approval of any Limited Partner or any other Person.

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