Common use of Right of First Offer Clause in Contracts

Right of First Offer. Subject to the terms and conditions specified in this Section 3, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing (as defined below), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 33.1, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below“Shares”), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 34.6, the Company hereby grants to each Investor Purchaser a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable or exchangeable for any shares of, any class of its capital stock (as defined below“Shares”), the Company shall first make an offering of such Securities Shares to each Investor Purchaser in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.3, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its SecuritiesShares (as hereinafter defined). An Investor shall be entitled Subject to apportion the right of first offer hereby granted among itself exclusions identified in (i) and its partners and Affiliates in such proportions as it deems appropriate. Each (ii) above, each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below"Shares"), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 38.4, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its SecuritiesShares (as hereinafter defined). An Investor shall be entitled to apportion the right of first offer hereby granted it among itself and its partners and Affiliates affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for, any class of its capital stock (as defined below"Shares"), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 31, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of any shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock or any other securities of the Company (“Additional Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate”). Each time the Company proposes to offer Additional Securities to any Securities in a Financing person (as defined belowan “Proposed Offer”), the Company shall first make an offering of such Additional Securities to each Investor in accordance with the following provisions:this Section 1.

Right of First Offer. Subject The Company hereby grants to each Major Investor, subject to the terms and conditions specified in this Section 3, the Company hereby grants to each Investor a right of first offer with respect to future sales by purchase, on the terms and conditions set forth in the Company’s notice pursuant to Section 3.3 hereof, up to its Pro Rata Share of all New Securities that the Company of may, from time to time, propose to sell and issue. Each Major Investor may assign its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing (as defined below), the Company shall first make purchase hereunder to an offering affiliate of such Securities to each Investor in accordance with the following provisions:Major Investor.

Right of First Offer. Subject to the terms and conditions specified in this Section 32.3, the Company hereby grants to each Major Investor (as hereinafter defined) a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing Shares (as defined belowhereinafter defined), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:. For

Right of First Offer. Subject to the terms and conditions specified in this Section 33.1(a), the Company hereby grants to each Major Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Equity Securities (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below“Equity Securities”), the Company shall first make an offering of such Equity Securities to each Major Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.6, the Company hereby grants to each Major Investor a right of first offer with respect to future sales by the Company of its Equity Securities. An For purposes of this Section 2.6, an Investor includes any Affiliates or general or limited partners of such Investor if so designated by such Investor in writing. A Major Investor shall be entitled to apportion the right of first offer hereby granted it among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing (as defined below), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:.

Right of First Offer. Subject to the terms and conditions specified in this Section 34, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Offer Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below"Offer Shares"), the Company shall first make an offering of such Securities Offer Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.3, the Company hereby grants to each Major Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below“Shares”), the Company shall first make an offering of such Securities Shares to each Major Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.3, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing Shares (as defined belowhereinafter defined). For purposes of this Section 2.3, the Company shall first make Investor includes any general partners, managers and affiliates of an offering of such Securities to each Investor in accordance with the following provisions:Investor. An

Right of First Offer. Subject to the terms and conditions specified in this Section 3, the The Company hereby grants to each Major Investor a the right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion equity, securities (as defined in Section 3 (a)(11) of the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate0000 Xxx) or debt with equity features. Each time the Company proposes to offer any Securities in a Financing (as defined below), securities it must first offer such securities to the Company shall first make an offering of such Securities to each Investor Major Investors in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.4, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable or exchangeable for any shares of, any class of its capital stock (as defined below"Shares"), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.2, the Company hereby grants to each Investor Major Holder a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Equity Securities in a Financing (as defined belowin its Eighth Amended and Restated Certificate of Incorporation), the Company shall first make an offering of such Equity Securities to each Investor Major Holder in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified -------------------- in this Section 3, the Company hereby grants to each Investor Investor, a right of first offer with respect to future private sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing (as defined below), the Company shall first make an offering of such Securities to each Investor Investors in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 34.1, the Company hereby grants to each Investor Purchaser a right of first offer with respect to future sales by the Company of its SecuritiesNew Securities (as hereinafter defined). An Investor Each Purchaser shall be entitled to apportion the right of first offer hereby granted among itself and its partners partners, shareholders and Affiliates affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing (as defined below), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:.

Right of First Offer. Subject to the terms and conditions specified in this Section 3, the Company hereby grants to each Investor Investor, a right of first offer with respect to future private sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing (as defined below), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.1, the Company hereby grants to each the Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer issue any Securities in a Financing shares of, or securities convertible into or exchangeable or exercisable for any shares of, its capital stock, or any rights to purchase or subscribe for such securities (as defined below“Shares”), the Company shall first make an offering of such Securities Shares to each the Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 38.4, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its SecuritiesShares (as hereinafter defined). An A Investor shall be entitled to apportion the right of first offer hereby granted it among itself and its partners and Affiliates affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for, any class of its capital stock (as defined below"Shares"), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.4, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exchangeable or exercisable for any shares of, any class of its capital stock (as defined below“Shares”), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified -------------------- in this Section 32.7, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Securities (as it deems appropriatehereinafter defined). Each time the Company proposes to offer subsequent to the offering under the Series E Agreement any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below"Securities"), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 33.1, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Shares (as it deems appropriatehereinafter defined). Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below"Shares"), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms term and conditions specified in this Section 32.7, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions Securities (as it deems appropriatehereinafter defined). Each time the Company proposes to offer subsequent to the offering under the Series A Agreement any Securities in a Financing shares of, or securities convertible into or exercisable for any shares of, any class of its capital stock (as defined below"Securities"), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:

Right of First Offer. Subject to the terms and conditions specified in this Section 32.3, the Company hereby grants to each Major Investor a right of first offer with respect to future sales by the Company of any shares of, or securities convertible into or exchangeable or exercisable for any shares of, any class of its Securities. An Investor shall be entitled to apportion the right of first offer hereby granted among itself and its partners and Affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing capital stock (as defined below“Shares”), the Company shall first make an offering of such Securities to each Investor in accordance with the following provisions:.

Right of First Offer. Subject to the terms and conditions specified in this Section 38.4, the Company hereby grants to each Investor a right of first offer with respect to future sales by the Company of its SecuritiesShares (as hereinafter defined). An Investor shall be entitled to apportion the right of first offer hereby granted it among itself and its partners and Affiliates affiliates in such proportions as it deems appropriate. Each time the Company proposes to offer any Securities in a Financing shares of, or securities convertible into or exercisable for, any class of its capital stock (as defined below"Shares"), the Company shall first make an offering of such Securities Shares to each Investor in accordance with the following provisions: