Voluntary Disposition Sample Clauses
The Voluntary Disposition clause defines the conditions under which a party may choose to transfer, sell, or otherwise dispose of its interest in an asset or property. Typically, this clause outlines the procedures that must be followed for such a transfer, such as providing notice to other parties, obtaining necessary consents, or adhering to specific restrictions. For example, it may require a shareholder to offer their shares to existing shareholders before selling to an outside party. The core function of this clause is to regulate and control the voluntary transfer of interests, thereby protecting the rights of other stakeholders and maintaining stability within the agreement or organization.
Voluntary Disposition. (a) Disposition of Stock prior to and on December 31, 1999. This Agreement prohibits the Shareholder from disposing of any Stock until after December 31, 1999, unless prior written consent is received from the Company, which consent can be given only upon a majority vote of the Board of Directors.
(b) Disposition of Stock after December 31, 1999. In the event that the Shareholder ("the Offering Shareholder") receives a bona fide offer (the "Offer") after December 31, 1999, to purchase all or any portion of his or her Stock (the "Shares") and the Offering Shareholder desires to sell his or her Shares pursuant to the terms of the Offer, then the Offering Shareholder shall forthwith deliver to the Company written notice of such offer. Such written notice shall contain the name and address of the bona fide offeror, and the bona fide purchase price offered for the Shares and all other terms of such offer. The Company shall convey such notice to each other shareholder who is at that time a current shareholder of the Company ("the Remaining Shareholders"). Within sixty (60) days after receipt by the Company of the written notice of the Offer (the "Option Period"), the Company shall have the right to purchase or redeem all of the Shares included in such Offer either upon the price and terms set forth in the Offer or, at the election of the Company, upon the price and terms described in Article 5. A vote by the majority of the members of the Board of Directors shall be required to exercise or waive the option, except that a Director who is the proposed transferor may not participate in the voting, and shall not be included in the number of Directors when computing whether a majority vote of the member of the Board was obtained. If the Company does not exercise such right within the Option Period, or exercises such right only as to a portion of such shares, the Remaining Shareholders shall have the right for a period of thirty (30) days following the end of the Option Period ("the Second Option Period") to purchase all of the Shares included in the Offer that are not purchased by the Company, upon the same terms as are available to the Company as follows:
(1) Each Remaining Shareholder shall, during the Second Option Period, advise the Secretary of the Company whether such Remaining Shareholder wishes to exercise his or her right to purchase Shares and the maximum number of Shares that he or she wishes to purchase.
(2) If the aggregate of the maximum number of Share...
Voluntary Disposition. No settlement or consent judgment or other voluntary final disposition of a suit under this Section 9.1 may be entered into by either party without the prior consent of the other party, such consent not to be unreasonably withheld.
Voluntary Disposition. In the event a Shareholder (the ?Transferor Shareholder?) wishes voluntarily to sell, make a gift of, pledge, grant an option to purchase, encumber, transfer or dispose of any interest in all or any part of the Stock owned by the Transferor Shareholder (the ?Voluntarily Offered Stock?) in any manner, the Transferor Shareholder shall give the Corporation and the other Shareholders (the ?Remaining Shareholders?) written notice of such intention to dispose of the Voluntarily Offered Stock, the terms of such disposition (including price and terms of payment), the name of the proposed transferee, and an offer to sell all of the Voluntarily Offered Stock to the Corporation and the Remaining Shareholders in accordance with the following: (a) For a period of thirty (30) days after receipt of such written notice, the Corporation shall have the option to purchase all or part of the Voluntarily Offered Stock from
Voluntary Disposition. 19 Section 9.5
Voluntary Disposition. 21 9.2 Claims Against Licensed Technology.................................21 9.2.1 Notice....................................................21 9.2.2 Damages...................................................21 9.2.3 Patent Indemnification....................................21
Voluntary Disposition. In the event Employee (for the purposes of this Paragraph such term includes Employee's estate or the heirs thereof holding Stock from Employee and his personal representative) receives a bona fide offer from a third party to purchase his shares of Stock and Employee desires to accept such Offer, Employee shall first make an offer (the "Offer") to sell such Stock to the Company by providing notice as provided above and including therein the number of shares involved, the names of any proposed purchasers and the purchase price and terms of such proposed purchase. If the Company exercises its option, the price per share to be paid upon the purchase of Stock and the other terms relating thereto shall be the price to be paid and terms offered by any proposed purchasers of the Stock; provided that any non-cash consideration offered by a proposed purchaser may be paid by the Company in cash in an amount equal to the fair value of such property as agreed by the Company and Employee. The Offer may be withdrawn prior to the exercise of the Company's option. If the Company does not purchase all the Stock subject to an Offer, Employee shall be permitted, at any time or times within, but not after, six months after the lapse of the option arising in connection with such Offer to sell the Stock which was the subject of such Offer; provided, however, that no such sale shall be made at a lower price or to any person other than specified in such Offer. If after the lapse of the six-month period such Stock has not been sold, Employee must make a new offer prior to selling such Stock.
Voluntary Disposition. 2 In general, the owner may not assign or otherwise voluntarily dispose of this LIRA and any rights or obligations under it to another person, but this is subject to the exceptions dealt with later. Involuntary access