Common use of Indirect Transaction Clause in Contracts

Indirect Transaction. In the event of a transaction involving a change of ownership interest or voting power of a Holder which avoids or has the effect of avoiding the restrictions on Dispositions provided in this Section 2, such transaction shall be deemed a Disposition by such Holder and an irrevocable “Offer,” and such Holder (“Offeror”) shall promptly notify the Company of such event and Offer, by written notice to the Company, to sell all Securities Subject to the Offer to the Eligible Offerees for an amount per share equal to the Purchase Price. Offers under this Section 2.5 shall (a) be in writing, (b) be irrevocable for so long as any Eligible Offeree has the right to purchase any Securities Subject to the Offer, (c) be sent by the Offeror to the Company and (d) contain a description of the proposed transaction and change of ownership interest or voting power. The Company shall, within five (5) Business Days from receipt thereof (or, if no such written notice is delivered to the Company by the Holder, within five (5) Business Days from the Company’s receipt of evidence, satisfactory to it, of such a Disposition by the Offeror), deliver written notice of the Offer to the Eligible Offerees stating that all Common Stock registered in the name of such Holder are Securities Subject to the Offer Pursuant to this Section 2.5. The date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.

Indirect Transaction. In the event of a transaction involving a change of ownership interest or voting power of a Holder which avoids or has the effect of avoiding the restrictions on Dispositions provided in this Section 2, such transaction shall be deemed a Disposition by such Holder and an irrevocable “Offer,” and such Holder (“Offeror”) shall promptly notify the Company of such event and offer (the “Offer”), by written notice to the Company, to sell all Securities Subject to the Offer to the Eligible Offerees for an amount per share equal to the Purchase Price. Offers under this Section 2.5 shall (a) be in writing, ; (b) be irrevocable for so long as any Eligible Offeree has the right to purchase any Securities Subject to the Offer, ; (c) be sent by the Offeror to the Company Company; and (d) contain a description of the proposed transaction and change of ownership interest or voting power. The Company shall, within five (5) Business Days business days from receipt thereof (or, if no such written notice is delivered to the Company by the Holder, within five (5) Business Days business days from the Company’s receipt of evidence, satisfactory to it, of such a Disposition by the Offeror), deliver written notice of the Offer to the Eligible Offerees stating that all Common Stock registered in the name of such Holder are Securities Subject to the Offer Pursuant to this Section 2.5. The date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.

Indirect Transaction. In the event of a transaction involving a change of ownership interest or voting power of a Non-YBR Holder which avoids or has the effect of avoiding the restrictions on Dispositions provided in this Section 2, such transaction shall be deemed a Disposition by such Non-YBR Holder and an irrevocable “"Offer,” " and such Non-YBR ----- Holder (“"Offeror”") shall promptly notify the Company of such event and offer ------- (the "Offer"), by written notice to the Company, to sell all Securities Subject ----- to the Offer to the Eligible Offerees for an amount per share equal to the Purchase Price. Offers under this Section 2.5 shall (a) be in writing, ; (b) be irrevocable for so long as any Eligible Offeree has the right to purchase any Securities Subject to the Offer, ; (c) be sent by the Offeror to the Company Company; and (d) contain a description of the proposed transaction and change of ownership interest or voting power. The Company shall, within five (5) Business Days business days from receipt thereof (or, if no such written notice is delivered to the Company by the Non-YBR Holder, within five (5) Business Days business days from the Company’s 's receipt of evidence, satisfactory to it, of such a Disposition by the Offeror), deliver written notice of the Offer to the Eligible Offerees stating that all Common Stock and Preferred Stock registered in the name of such Non-YBR Holder are Securities Subject to the Offer Pursuant to this Section 2.5. The date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.

Indirect Transaction. In the event of a transaction involving a change of ownership interest or voting power of a Holder which avoids or has the effect of avoiding the restrictions on Dispositions provided in this Section 2, such transaction shall be deemed a Disposition by such Holder and an irrevocable “Offer,” and such Holder (“Offeror”) shall promptly notify the Company of such event and Offer, by written notice to the Company, to sell all Securities Subject to the Offer to the Eligible Offerees for an amount per share equal to the Purchase Price. Offers under this Section 2.5 shall (a) be in writing, (b) be irrevocable for so long as any Eligible Offeree has the right to purchase any Securities Subject to the Offer, (c) be sent by the Offeror to the Company and (d) contain a description of the proposed transaction and change of ownership interest or voting power. The Company shall, within five (5) Business Days from receipt thereof (or, if no such written notice is delivered to the Company by the Holder, within five (5) Business Days from the Company’s receipt of evidence, satisfactory to it, of such a Disposition by the Offeror), deliver written notice of the Offer to the Eligible Offerees stating that all Common Stock registered in the name of such Holder are Securities Subject to the Offer Pursuant to this 11 Section 2.5. The date of such Offer shall be deemed to be the date such written notice of the Offer is so delivered by the Company.