Common use of Remedy for Violation Clause in Contracts

Remedy for Violation. Upon any voluntary Transfer of Shares by a Minority Stockholder or any of its Permitted Transferees in violation of any of the provisions of this Agreement, the Company, the ▇▇▇▇▇▇▇▇ Investors and the ▇▇▇▇ Investors shall have, in addition to such other remedies and damages as may be available to them under applicable law, the right and option to purchase all or any of such Shares from the holder or holders thereof at a price equal to 90% of the price that would otherwise have been applicable if the Minority Stockholder had complied with the terms hereof and the terms of payment shall be the Contract Terms. Such option shall be exercisable in the manner and in accordance with the procedures set forth in Sections 4.1.1 through 4.1.3, provided that, for purposes of applying such procedures, the date of discovery of such violation shall be deemed to be the date on which the Offer is made.

Appears in 1 contract

Sources: Stockholders Agreement (Eschelon Telecom Inc)

Remedy for Violation. Upon any voluntary Transfer of Minority Shares by a Minority Stockholder or any of its Permitted Transferees in violation of any of the provisions of this Agreement, the Company, the ▇▇▇▇▇▇▇▇ Investors Company and the ▇▇▇▇ Investors Series A Holders shall have, in addition to such other remedies and damages as may be available to them under applicable law, the right and option to purchase all or any portion of such Minority Shares from the holder or holders thereof at a price equal to ninety percent (90% %) of the price that would otherwise have been applicable if the Minority Stockholder had complied with the terms hereof and the terms of payment shall be the Contract Terms. Such option shall be exercisable in the manner and in accordance with the procedures set forth in Sections 4.1.1 4.1(a) through 4.1.34.1(c), provided that, for purposes of applying such procedures, the date of discovery of such violation shall be deemed to be the date on which the Offer is made.

Appears in 1 contract

Sources: Stockholders Agreement (Eschelon Telecom Inc)