§417E-10  Civil liabilities.  (a)  Anyofferor who purchases a security in connection with a take-over offer inviolation of this chapter shall be liable to the person selling the security tothe offeror who may sue either at law or in equity.  In an action forrescission, the seller shall be entitled to recover the security, plus anyincome received by the purchaser thereon, upon tender of the considerationreceived.  Tender requires only notice of willingness to pay the amountspecified in exchange for the security.  Any notice may be given by service asin civil actions or by certified mail to the last known address of the personliable.  Damages are the excess of either the value of the security on the dateof purchase or its present value, whichever is greater, over the present valueof the consideration received for the security.

(b)  Every person who directly or indirectlycontrols a person liable under this section, every partner, principal executiveofficer, or director of such person, every person occupying a similar status orperforming similar functions, every employee of such person who materially aidsin the act or transaction constituting violation, and every broker-dealer oragent who materially aids in the act or transaction constituting violation, isalso liable jointly or severally with and to the same extent as such person,unless the person who would otherwise be so liable proves that the person didnot know and in the exercise of reasonable care could not have known, of theexistence of the facts by reason of which the liability is alleged to exist. There is contribution as in cases of contract among the several persons soliable.

(c)  No action may be maintained under thissection unless commenced before the expiration of three years after the act ortransaction constituting the violation or the expiration of one year after thediscovery of the facts constituting the violation, whichever first expires.

(d)  The rights and remedies under this chapterare in addition to any other rights or remedies that may exist at law or inequity. [L 1985, c 32, pt of §2]