Transfer to Third Parties. (1) If the Company and the Other Stockholder have not elected to purchase all of such Stockholder Shares being offered, the Transferring Stockholder may, within 120 days after the expiration of the Election Period and subject to the provisions of subsection (c) below, Transfer all such Stockholder Shares to one or more third parties at a price not less than 110% of the price offered by the Other Stockholder(s) and on other terms no more favorable to the transferees thereof than offered to the Company and the Other Stockholder(s) in the Offer Notice. (2) Any Stockholder Shares not transferred within such 120- day period shall be re-offered to the Company and the Other Stockholder(s) under this Section 8(b) prior to any subsequent Transfer.
Appears in 3 contracts
Samples: Stockholders Agreement (Ginsburg Harold), Stockholders Agreement (Guardian International Inc), Stockholders Agreement (Western Resources Inc /Ks)
Transfer to Third Parties. (1) If the Company and the Other Stockholder Stockholders have not elected to purchase all of such Stockholder Shares being offered, the Transferring Stockholder may, within 120 days after the expiration of the Election Period and subject to the provisions of subsection (c) belowPeriod, Transfer all such Stockholder Shares to one or more third parties at a price not less than 110% of the price offered by set forth in the Other Stockholder(s) Offer Notice and on other terms no more favorable to the transferees thereof than offered to the Company and the Other Stockholder(s) Stockholders in the Offer Notice.
(2) Any Stockholder Shares not transferred within such 120- 120-day period shall be re-offered to the Company and the Other Stockholder(s) Stockholders under this Section 8(b5(b) prior to any subsequent Transfer.
Appears in 1 contract
Samples: Stockholders Agreement (Guardian International Inc)
Transfer to Third Parties. (1) If the Company and the Other Stockholder have not elected to purchase all of such Stockholder Shares being offered, the Transferring Stockholder may, within 120 days after the expiration of the Election Period and subject to the provisions of subsection (c) below, Transfer all such Stockholder Shares to one or more third parties at a price not less than 110% of the price offered by the Other Stockholder(s) and on other terms no more favorable to the transferees thereof than offered to the Company and the Other Stockholder(s) in the Offer Notice.
(2) Any Stockholder Shares not transferred within such 120- 120-day period shall be re-offered to the Company and the Other Stockholder(s) under this Section 8(b) prior to any subsequent Transfer.
Appears in 1 contract
Samples: Stockholders Agreement (Protection One Alarm Monitoring Inc)