Common use of Acceptance of the Bona Fide Offer Clause in Contracts

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling Shareholder’s shares of Common Stock proposed to be purchased in the Outside Offer, the Selling Shareholder shall be free for a period of forty-five (45) days thereafter to Transfer up to the number of shares of his, her or its Common Stock proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock is not so transferred within the forty-five (45) day period, the Selling Shareholder shall not be permitted to sell such Common Stock without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling ShareholderStockholder’s shares of Common Stock proposed to be purchased in the Outside Offer, the Selling Shareholder Stockholder shall be free for a period of forty-five sixty (4560) days thereafter to Transfer up to the number of shares of his, her or its Common Stock proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock is not so transferred within the forty-five sixty (4560) day period, the Selling Shareholder Stockholder shall not be permitted to sell Transfer such Common Stock without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling Shareholder’s Stockholder's shares of Common Stock proposed to be purchased in the Outside Offer, the Selling Shareholder Stockholder shall be free for a period of forty-five (45) days thereafter to Transfer up to the that number of shares of his, her or its Common Stock proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock is not so transferred within the forty-five (45) day period, the Selling Shareholder Stockholder shall not be permitted to sell such Common Stock without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling Shareholder’s shares of Stockholder's Unregistered Common Stock or Warrants proposed to be purchased in the Outside Offer, the Selling Shareholder Stockholder shall be free for a period of forty-five sixty (4560) days thereafter to Transfer up to the number of shares of his, her or its Unregistered Common Stock or Warrants proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Unregistered Common Stock or Warrants is not so transferred within the forty-five sixty (4560) day period, the Selling Shareholder Stockholder shall not be permitted to sell such Unregistered Common Stock or Warrants without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling Shareholder’s shares of Common Stock or Warrants proposed to be purchased in the Outside Offer, the Selling Shareholder shall be free for a period of forty-five sixty (4560) days thereafter to Transfer up to the number of shares of his, her or its Common Stock or Warrants proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock or Warrants is not so transferred within the forty-five sixty (4560) day period, the Selling Shareholder shall not be permitted to sell such Common Stock or Warrants without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling ShareholderStockholder’s shares of Common Stock proposed to be purchased in the Outside Offer, the Selling Shareholder Stockholder shall be free for a period of forty-five (45) days thereafter to Transfer up to the number of shares of his, her or its Common Stock proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock is not so transferred within the forty-five (45) day period, the Selling Shareholder Stockholder shall not be permitted to sell Transfer such Common Stock without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling ShareholderStockholder’s shares of Common Stock interest in the Securities proposed to be purchased in the Outside Offer, the Selling Shareholder Stockholder shall be free for a period of forty-five (45) days thereafter to Transfer up to such interest in the number of shares of his, her or its Common Stock Securities proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock is Securities are not so transferred within the forty-five (45) day period, the Selling Shareholder Stockholder shall not be permitted to sell such Common Stock Securities without again complying with this Section 2.2.

Acceptance of the Bona Fide Offer. If, at the end of the option periods described in Section 2.2(b) hereof, the option has not been exercised either by the Company or Sun to purchase all of the Selling ShareholderStockholder’s shares of Common Stock proposed to be purchased in the Outside Offer, the Selling Shareholder Stockholder shall be free for a period of forty-five (45) days thereafter to Transfer up to the that number of shares of his, her or its Common Stock proposed to be purchased in the Outside Offer to the Prospective Purchaser at the price and upon the terms and conditions set forth in the Outside Offer, provided that the Prospective Purchaser is not a Person that, directly or indirectly (whether as sole proprietor, partner, manager, consultant, director, officer, employee or agent), owns, manages, operates, controls, finances, engages or participates in the ownership, management, operation or control of any Person that competes with the Company. If such Common Stock is not so transferred within the forty-five (45) day period, the Selling Shareholder Stockholder shall not be permitted to sell such Common Stock without again complying with this Section 2.2.