Common use of Company’s Option to Purchase Clause in Contracts

Company’s Option to Purchase. 5.1. Subject to Section 7.1, the Company shall have the first option to purchase all or any part of the Offered Shares for the consideration per share and on the terms and conditions specified in the Notice. The Company must exercise such option, no later than 15 days after such Notice is deemed under Section 11.4 hereof to have been delivered to it, by written notice to the Selling Holder. 5.2. In the event the Company does not exercise its option within such 15-day period with respect to all of the Offered Shares, the Company shall, by the last day of such period, give written notice of that fact to the Investors (the “Investor Notice”). The Investor Notice shall specify the number of Offered Shares not purchased by the Company (the “Remaining Shares”). 5.3. In the event the Company duly exercises its option to purchase all or part of the Offered Shares, the closing of such purchase shall take place at the offices of the Company on the later of (a) the date five days after the expiration of such 15-day period or (b) the date that the Investors consummate their purchase of Remaining Shares under Section 6.3 hereof. 5.4. To the extent that the consideration proposed to be paid by the Offeror for the Offered Shares consists of property other than cash or a promissory note, the consideration required to be paid by the Company and/or the Investors exercising their options under Sections 5 and 6 hereof may consist of cash equal to the value of such property, as determined in good faith by agreement of the Selling Holder and the Company and/or the Investors acquiring such Offered Shares.

Company’s Option to Purchase. 5.1. Subject to Section 7.1, the (a) The Company shall have the first option to purchase all or any part of the Offered Shares for the consideration per share and on the terms and conditions specified in the Notice. The Company must exercise such option, no later than 15 days after such Notice is deemed under Section 11.4 18 hereof to have been delivered to it, by written notice to the Selling Holder. 5.2. (b) In the event the Company does not exercise its option in writing within such 15-day period with respect to all of the Offered Shares, the Company shall, by the last day of such period, give written notice of that fact to the Investors Selling Holder (the “Investor "Company Notice”"). The Investor Company Notice shall specify the number of Offered Shares not purchased by the Company (the “"Remaining Shares”"). 5.3. (c) In the event the Company duly exercises its option to purchase all or part of the Offered Shares, the closing of such purchase shall take place at the offices of the Company on the later of (ai) the date five days after the expiration of such 15-day period or (bii) the date that the Investors Stockholders consummate their purchase of Remaining Shares under Section 6.3 6 hereof. 5.4. (d) To the extent that the consideration proposed to be paid by the Offeror for the Offered Shares consists of property other than cash or a promissory note, the consideration required to be paid by the Company and/or the Investors Stockholders exercising their options under Sections 5 and 6 hereof may consist of cash equal to the value of such property, as determined in good faith by agreement of the Selling Holder and the Company and/or the Investors Stockholders acquiring such Offered Shares.

Company’s Option to Purchase. 5.14.1. Subject to Section 7.1, the The Company shall have the first option to purchase all or any part of the Offered Shares for the consideration per share and on the terms and conditions specified in the Notice. The Company must exercise such option, no later than 15 fifteen (15) days after such Notice is deemed under Section 11.4 10.4 hereof to have been delivered to it, by delivery of written notice to the Selling Key Holder. 5.24.2. In the event the Company does not exercise its option within such fifteen (15-) day period with respect to all of the Offered Shares, the Company shall, by the last day of such period, shall give prompt written notice of that fact to the Investors Purchasers (the “Investor Purchaser Notice”). The Investor Purchaser Notice shall specify the number of Offered Shares not purchased by the Company (the “Remaining Shares”). 5.34.3. In the event the Company duly exercises its option to purchase all or part of the Offered Shares, the closing of such purchase shall take place at the offices of the Company on the later of (ai) the date five (5) days after the expiration of such fifteen (15-) day period or (bii) the date that the Investors Purchasers consummate their purchase of Remaining Shares under Section 6.3 5.1 or 5.3 hereof. 5.44.4. To the extent that the consideration proposed to be paid by the Offeror for the Offered Shares consists of property other than cash or a promissory note, the consideration required to be paid by the Company and/or the Investors Purchasers exercising their options under Sections 4 and 5 and 6 hereof may consist of cash equal to the value of such property, as determined in good faith by agreement of the Selling Key Holder and the Company and/or the Investors Purchasers acquiring such Offered Shares.

Company’s Option to Purchase. 5.14.1. Subject to Section 7.16.1, the Company shall have the first option to purchase all or any part of the Offered Shares for the consideration per share and on the terms and conditions specified in the Notice. The Company must exercise such option, no later than 15 days after such Notice is deemed under Section 11.4 10.4 hereof to have been delivered to it, by written notice to the Selling HolderParty. 5.24.2. In the event the Company does not exercise its option within such 15-day period with respect to all of the Offered Shares, the Company shall, by the last day of such period, give written notice of that fact to the Investors Purchasers (the “Investor Purchaser Notice”). The Investor Purchaser Notice shall specify the number of Offered Shares not purchased by the Company (the “Remaining Shares”). 5.34.3. In the event the Company duly exercises its option to purchase all or part of the Offered Shares, the closing of such purchase shall take place at the offices of the Company on the later of (ai) the date five days after the expiration of such 15-day period or (bii) the date that the Investors Purchasers consummate their the purchase of Remaining Shares under Section 6.3 5 hereof. 5.44.4. To the extent that the consideration proposed to be paid by the Offeror for the Offered Shares consists of property other than cash or a promissory note, the consideration required to be paid by the Company and/or and the Investors Purchasers exercising their options under Sections 4 and 5 and 6 hereof may consist of cash equal to the value of such property, as determined in good faith by agreement of the Selling Holder Party and the Company and/or and the Investors Purchasers acquiring such Offered Shares.