Investor Offer Notice definition
Examples of Investor Offer Notice in a sentence
Upon receipt of notice of the Company's refusal to consent to the proposed transferee of the Investor Rights or the end of such 45-day period, if such consent is not granted by the Company, the Investor may elect, by written notice to the Company within five business days thereafter, to withdraw the Investor Offer Notice, in which case the Company and any designee shall have no right or obligation to purchase the Investor Offered Securities or any Additional Offered Securities.
Such offer shall remain open and irrevocable until expiration of 15 days after receipt of such Investor Offer Notice by the Investor (the “Investor Offer Period”).
If the Investor does not give written notice to the Company of the Investor's election to withdraw an Investor Offer Notice then the Company or its designee, as the case may be, shall be obligated to purchase the Investor Offered Securities (and any Additional Offered Securities) at a price or prices per share or Underlying Share (net of any applicable exercise price) equal to the Investor Offer Price, and on the same terms and conditions set forth in the Investor Offer Notice.
The Investor may set forth in the Investor Offer Notice any additional Subject Securities (the "Additional Offered Securities") that the Investor determines in its sole discretion must be included as part of the securities that the Company or its designee is required to offer to purchase if the Company does not consent to a proposed Transfer of the Investor Rights.
The Founder Acceptance Notice shall indicate the maximum number of Shares such Founder wishes to sell including the number of Shares it would sell if one or more other Founders do not elect to participate in the sale on the terms and conditions stated in the Investor Offer Notice.
If the Company does not elect to purchase all of the Offered Shares by exercising its option under this Section 2.2(b) within the Company Option Period, the Transferring Stockholder shall so notify the Investors promptly (the "Investor Offer Notice").
The Investors shall have the right and option, for a period of 15 business days after delivery of the Investors Offer Notice, to accept all or any portion of its or his pro rata share in accordance with its or his Proportionate Percentage of the Stock so offered at the purchase price and on the terms stated in the Investor Offer Notice.
The Investor Offer Notice shall, if applicable, be accompanied by a true and complete copy of the Investor Offer from an Investor Buyer, which shall identify the Investor Buyer and all relevant information in connection therewith.
The Company shall promptly deliver a copy of such Investor Offer Notice to each of the holders of Series A Preferred Stock (the “Non-Transferring Stockholders”).
Each of the Investors and Founders shall have the right to participate in the Investor Offer on the terms and conditions herein stated (the "Investor/Founder Co-Sale Option"), which right shall be exercisable upon written notice (an "Acceptance Notice") to the Transferring Investor within the 10 days after the date of the Investor Offer Notice (the "Investor/Founder Co-Sale Notice Period").