Common use of Divorce of Holder Clause in Contracts

Divorce of Holder. If the marital relationship of a Holder is terminated by divorce, and pursuant to such divorce, or any property settlement in connection with such divorce, Common Stock, previously registered in the name of such Holder (the “Divorced Holder”) are transferred to, or a community property interest or similar marital property interest is retained by or vested in, the spouse of the Divorced Holder (the “Divorced Spouse”), the Divorced Holder shall promptly notify the Company of such event. The Divorced Holder shall have the option to purchase all or any portion of the Divorced Holder’s shares of Common Stock, that have been transferred to or which are retained by or vested in the Divorced Spouse by virtue of the divorce decree, property settlement, or by operation of the community property or similar marital property laws for an amount equal to the Purchase Price, and the Divorced Spouse shall be obligated to sell such Common Stock, to the Divorced Holder for such Purchase Price. Such option must be exercised, and the purchase consummated, within sixty (60) days after the Common Stock is transferred to or otherwise vested in or allowed to be retained by the Divorced Spouse. The option shall be exercised by the giving of written notice of exercise to the Divorced Spouse. The Divorced Holder shall, within five (5) Business Days after the expiration of such sixty (60) day period, deliver written notice to the Company as to whether the Divorced Holder has purchased all or a portion of the Common Stock so transferred to or otherwise vested in or retained by the Divorced Spouse. In the event such written notice states that the Divorced Holder has not purchased all such Common Stock, or no such notice is delivered to the Company within the time required, the Divorced Spouse shall be deemed to have made an irrevocable offer (the “Offer”) of all such remaining Common Stock to the Eligible Offerees for an amount per share equal to the Purchase Price, and the Company shall (and is hereby authorized by the Holders and their respective spouses to), within five (5) Business Days after (a) the receipt of such notice, if delivered within the time required or (b) if such notice is not delivered within the time required, the receipt by the Company of evidence, satisfactory to it that the Divorced Holder did not exercise its option to purchase all or a portion of such Common Stock within such sixty (60) day period, deliver written notice of the Offer to the Eligible Offerees stating all such Common Stock are Securities Subject to the Offer pursuant to this Section 2(b), and the date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.

Divorce of Holder. If the marital relationship of a Holder is terminated by divorce, and pursuant to such divorce, or any property settlement in connection with such divorce, Common Stock, previously registered in the name of such Holder (the “Divorced Holder”) are transferred to, or a community property interest or similar marital property interest is retained by or vested in, the spouse of the Divorced Holder (the “Divorced Spouse”), the Divorced Holder shall promptly notify the Company of such event. The Divorced Holder shall have the option to purchase all or any portion of the Divorced Holder’s shares of Common Stock, that which have been transferred to or which are retained by or vested in the Divorced Spouse by virtue of the divorce decree, property settlement, or by operation of the community property or similar marital property laws for an amount equal to the Purchase Price, and the Divorced Spouse shall be obligated to sell such Common Stock, to the Divorced Holder for such the Purchase Price. Such option must be exercised, and the purchase consummated, within sixty (60) days after the Common Stock is transferred to or otherwise vested in or allowed to be retained by the Divorced Spouse. The option shall be exercised by the giving of written notice of exercise to the Divorced Spouse. The Divorced Holder shall, within five (5) Business Days days after the expiration of such sixty (60) day period, deliver written notice to the Company as to whether the Divorced Holder has purchased all or a portion of the Common Stock so transferred to or otherwise vested in or retained by the Divorced Spouse. In the event such written notice states that the Divorced Holder has not purchased all such Common Stock, or no such notice is delivered to the Company within the time required, the Divorced Spouse shall be deemed to have made an irrevocable offer (the “Offer”) of all such remaining Common Stock Stock, to the Eligible Offerees for an amount per share equal to the Purchase PriceOfferees, and the Company shall (and is hereby authorized by the Holders and their respective spouses to), within five (5) Business Days business days after (a) the receipt of such notice, if delivered within the time required required, or (b) if such notice is not delivered within the time required, the receipt by the Company of evidence, satisfactory to it that the Divorced Holder did not exercise its option to purchase all or a portion of such Common Stock within such sixty (60) day period, deliver written notice of the Offer to the Eligible Offerees stating all such Common Stock are Securities Subject to the Offer pursuant to this Section 2(b)2.1, and the date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.

Divorce of Holder. If the marital relationship of a Holder (“Divorced Holder”) with the Divorced Holder’s spouse (“Divorced Spouse”) is terminated by divorce, and pursuant to such divorce, divorce or any property settlement in connection with such divorce, Common Stock, Shares previously registered in the name of such the Divorced Holder (the “Divorced Holder”) are transferred to, or a any community property interest or interest, similar marital property interest or other interest therein is transferred to, retained by or vested in, the spouse of in the Divorced Holder Spouse (such Shares or interest therein so transferred to, retained by or vested in the Divorced Spouse being referred as the “Divorced Spouse’s Share Interest”), the Divorced Holder shall promptly notify give written notice to the Company of such eventevent containing the name and address for purposes of notice of the Divorced Spouse (“Divorce Notice”). Within 60 days after receipt of the Divorce Notice by the Company, the Board shall determine or cause to be determined the Fair Market Value of the Divorced Spouse’s Share Interest for purposes of determining the Purchase Price and deliver written notice thereof to the Divorced Holder and the Divorced Spouse (“Divorce FMV Notice”). The Divorced Holder shall have the option to purchase all or any portion of the Divorced HolderSpouse’s shares of Common Stock, that have been transferred to or which are retained by or vested in the Divorced Spouse by virtue of the divorce decree, property settlement, or by operation of the community property or similar marital property laws Share Interest for an amount equal to the Purchase Price, and the Divorced Spouse shall be obligated to sell such Common Stock, Divorced Spouse’s Share Interest to the Divorced Holder for such the Purchase Price. Such option must be exercised, and the purchase consummated, within sixty (60) 30 days after the Common Stock is transferred later of (i) the entry by a court of a final order, judgment or decree not subject to appeal awarding the ownership of the Divorced Spouse’s Share Interest to the Divorced Spouse and divesting the Divorced Holder of all right, title and claim thereto, or otherwise vested in or allowed (ii) delivery of the Divorce FMV Notice to be retained by the Divorced Holder and the Divorced Spouse. The option shall be exercised by the giving of written notice of exercise to the Divorced Spouse. The Divorced Holder shall, within five (5) Business Days 5 days after the expiration of such sixty (60) day option period, deliver written notice to the Company as to whether the Divorced Holder has purchased all or a portion of the Common Stock so transferred to or otherwise vested in or retained by the Divorced Spouse’s Share Interest. In the event If such written notice states that the Divorced Holder has not purchased all such Common Stockof the Divorced Spouse’s Share Interest, or no such notice is delivered to the Company within the time required, the Divorced Spouse shall be deemed to have made an irrevocable offer (the “Offer”) to sell all of all such remaining Common Stock the Divorced Spouse’s Share Interest not purchased by the Divorced Holder to the Eligible Offerees for an amount per share equal to the Purchase Price. The Company shall, and the Company shall (and is hereby authorized by the Holders and their respective spouses to), deliver, within five (5) Business Days 5 days after (a) the Company’s receipt of such notice, notice (if such notice is delivered within the time required required) or evidence satisfactory to it that all such Divorced Spouse’s Share Interest was not purchased by the Divorced Holder within such option period (b) if such notice is not delivered within the time required), the receipt by the Company of evidence, satisfactory to it that the Divorced Holder did not exercise its option to purchase all or a portion of such Common Stock within such sixty (60) day period, deliver written notice of the Offer to the Eligible Offerees stating that all such Common Stock Divorced Spouse’s Share Interest not purchased by the Divorced Holder are Securities Shares Subject to the Offer pursuant to this Section 2(b), and 3.2. Offers under this Section 3.2 shall (i) be irrevocable for so long as any Eligible Offeree has the date of such Offer shall be deemed right to be the date such written notice of purchase any Shares Subject to the Offer is so delivered by and (ii) be subject to the Companyterms and conditions of Section 4.

Divorce of Holder. If the marital relationship of a Holder is terminated by divorce, and pursuant to such divorce, or any property settlement in connection with such divorce, Common Stock, previously registered in the name of such Holder (the “Divorced Holder”) are transferred to, or a community property interest or similar marital property interest is retained by or vested in, the spouse of the Divorced Holder (the “Divorced Spouse”), the Divorced Holder shall promptly notify the Company of such event. The Divorced Holder shall have the option to purchase all or any portion of the Divorced Holder’s shares of Common Stock, that have been transferred to or which are retained by or vested in the Divorced Spouse by virtue of the divorce decree, property settlement, or by operation of the community property or similar marital property laws for an amount equal to the Purchase Price, and the Divorced Spouse shall be obligated to sell such Common Stock, to the Divorced Holder for such Purchase Price. Such option must be exercised, and the purchase consummated, within sixty (60) days after the Common Stock is transferred to or otherwise vested in or allowed to be retained by the Divorced Spouse. The option shall be exercised by the giving of written notice of exercise to the Divorced Spouse. The Divorced Holder shall, within five (5) Business Days after the expiration of such sixty (60) day period, deliver written notice to the Company as to whether the Divorced Holder has purchased all or a portion of the Common Stock so transferred to or otherwise vested in or retained by the Divorced Spouse. In the event such written notice states that the Divorced Holder has not purchased all such Common Stock, or no such notice is delivered to the Company within the time required, the Divorced Spouse shall be deemed to have made an irrevocable offer (the “Offer”) of all such remaining Common Stock to the Eligible Offerees for an amount per share equal to the Purchase Price, and the Company shall (and is hereby authorized by the Holders and their respective spouses to), within five (5) Business Days after (a) the receipt of such notice, if delivered within the time required or (b) if such notice is not delivered within the time required, the receipt by the Company of evidence, satisfactory to it that the Divorced Holder did not exercise its option to purchase all or a portion of such Common Stock within such sixty (60) day period, deliver written notice of the Offer to the Eligible Offerees stating all such Common Stock are Securities Subject 9 to the Offer pursuant to this Section 2(b), and the date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.. 2.2

Divorce of Holder. If the marital relationship of a Holder is terminated by divorce, and pursuant to such divorce, divorce or any property settlement in connection with such divorcetherewith, Common Stock, any Stock previously registered in the name of such Holder (the “"Divorced Holder”") are (or any interest therein) is transferred to, or a community property interest or similar marital property interest is retained by by, or vested in, in the spouse of the Divorced Holder (the “"Divorced Spouse”"), the Divorced Holder shall promptly notify the Company of such event. The Divorced Holder shall have the option to purchase all or any portion of the Divorced Holder’s shares of Common Stock's Stock (and the interests therein) transferred to, that have been transferred to or which are retained by by, or vested in the Divorced Spouse by virtue of the divorce decree, decree or property settlement, settlement or by operation of the community property or similar marital property laws for an amount equal to the Purchase Price, and the Divorced Spouse shall be obligated to sell such Common Stock, Stock (and interests therein) to the Divorced Holder for such the Purchase Price. Such The option must be exercised, and the purchase must be consummated, within sixty (60) 30 days after the Common earlier to occur of the Stock is (or interest therein) being transferred to to, retained by, or otherwise vested in or allowed to be retained by the Divorced Spouse. The option shall be exercised by the Divorced Holder giving of written notice of exercise to the Divorced Spouse, with a copy to the Company. The Divorced Holder shall, within Within five (5) Business Days days after the expiration of such sixty (60) 30-day period, the Divorced Holder shall deliver written notice to the Company as to whether the Divorced Holder has purchased all or a portion of the Common Stock (and all interests therein) (the "Divorce Purchase Notice") so transferred to to, retained by, or otherwise vested in or retained by the Divorced Spouse. In If the event such written notice Divorce Purchase Notice states that the Divorced Holder has not purchased all such Common StockStock (and all interests therein), or if no such notice is delivered to the Company within the time requiredsuch five-day period, the Divorced Spouse shall be deemed to have made an irrevocable offer (the “"Offer”") of all such remaining Common Stock (and all interests therein) to the Eligible Offerees for an amount per share equal to the Purchase Pricebe accepted in accordance with Section 4. The Company shall, and the Company shall (and is hereby authorized by the Holders and their respective spouses to), deliver, within five (5) Business Days days after (a) the Company's receipt of the Divorce Purchase Notice (if such notice, if notice is delivered within the time required required) or evidence satisfactory to it that all such Stock (band all interests therein) were not purchased by the Divorced Holder within such 30-day period (if such notice the Divorce Purchase Notice is not delivered within the time required), the receipt by the Company of evidence, satisfactory to it that the Divorced Holder did not exercise its option to purchase all or a portion of such Common Stock within such sixty (60) day period, deliver written notice of the Offer to the Eligible Offerees stating that all such Common Stock (and all interests therein) are Securities Shares Subject to the Offer pursuant to this Section 2(b), and the date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company3.2.