Examples of Investor Transfer Notice in a sentence
The Investor Transfer Shares shall be allocated among the Exercising Investors (with rounding to avoid fractional shares) in proportion to their respective Proportionate Amounts and on the same material terms and conditions as specified in the Investor Transfer Notice, provided that in no event shall an amount greater than an Exercising Investor’s Exercise Amount be allocated to such Exercising Investor.
Each Investor who wishes to purchase Investor Transfer Shares (an “Exercising Investor”) shall within 20 days from the date of receipt of the Investor Transfer Notice provide the Selling Investor with a written notice (a “Reply Notice”) specifying the maximum number of any Investor Transfer Shares which it irrevocably commits to purchase (the “Exercise Amount”).
The Selling Investor shall have 90 days from the date of delivery of the Investor Transfer Notice to sell the Investor Transfer Shares at the price and upon terms and conditions no more favorable to the transferee than specified in the original Investor Transfer Notice.
If such Qualified Investors do not elect to purchase all of the Preferred Shares specified in the Investor Transfer Notice, the remaining Preferred Shares shall be reoffered on a Pro Rata Basis to those Qualified Investors electing to purchase offered Preferred Shares by delivering an additional written notice.
The Qualified Investors may elect to purchase all (but not less than all) of such Preferred Shares to be transferred on a Pro Rata Basis and at the same price specified in the Investor Transfer Notice by giving written notice to such transferring Investor within 30 (thirty) days after the Investor Transfer Notice has been given to the Secretary of the Board.
The Investor Transfer Notice shall describe in reasonable detail the proposed Transfer including, without limitation, the number of Ordinary Share Equivalents to be, directly or indirectly, Transferred (the “Investor Offered Shares”), the nature of such sale or transfer, the consideration to be paid, and the name and address of each prospective purchaser or transferee.
Any such Preferred Shares specified in the Investor Transfer Notice that are not transferred within such 180-day period shall remain subject to the provisions of this paragraph (d).
Each Investor Transfer Notice shall contain all material terms of the proposed Investor Transfer, including, without limitation, a copy of the written offer received, the name and address of the prospective purchaser (or transferee), the purchase price and terms of payment, the date and place of the proposed Investor Transfer, and the number and description of Investor Shares proposed to be Transferred by the Transferring Investor (the “Offered Investor Shares”).
The Investor Transfer Notice shall certify that the Investor has received a definitive offer from the purchaser on the terms set forth in the Investor Transfer Notice.
The Investor Transfer Shares shall be allocated among the Exercising Investors (with rounding to avoid fractional shares) in proportion to their respective Proportionate Amounts and on the same material terms and conditions as specified in the Investor Transfer Notice PROVIDED THAT in no event shall an amount greater than an Exercising Investor’s Exercise Amount be allocated to such Exercising Investor.