Common use of Investor Right of First Refusal Clause in Contracts

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares available pursuant to its rights under Section 6.2 within the period set forth therein, the Selling Stockholder shall promptly give written notice (the “Second Notice”) to each of the Investors, which shall set forth the number of shares of Selling Stockholder Shares not purchased by the Company and which shall include the terms of Notice set forth in Section 5.1. Each Investor shall then have the right, exercisable upon written notice to the Selling Stockholder (the “Investor Notice”) within ten (10) days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c), the Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder Shares, including payment of the purchase price, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares Key Holder Stock available pursuant to its rights under Section 6.2 4.3 within the period set forth therein, the Selling Stockholder Key Holder shall promptly give written notice (the “Second Notice”) to each of the Investors, which shall set forth the number of shares of Selling Stockholder Shares Key Holder Stock not purchased by the Company and which shall include the terms of Transfer Notice set forth in Section 5.14.2. Each Investor shall then have the right, exercisable upon written notice to the Selling Stockholder Key Holder (the “Investor Notice”) within ten (10) 10 days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares Key Holder Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c4.4(c), the Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder SharesKey Holder Stock, including payment of the purchase price, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Key Holder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares Key Holder Stock to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares Key Holder Stock available pursuant to its rights under Section 6.2 2.2 within the period set forth therein, the Selling Stockholder Key Holder shall promptly give written notice (the “Second Notice”) to each of the InvestorsInvestors who then holds Investor Stock (a “Qualifying Investor”), which shall set forth the number and type of shares of Selling Stockholder Shares Key Holder Stock not purchased by the Company and which shall include the terms of Notice set forth in Section 5.12.1. Each Qualifying Investor shall then have the right, exercisable upon written notice to the Selling Stockholder Key Holder (the “Investor Notice”) within ten (10) days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares Key Holder Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c2.3(c), the Qualifying Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder SharesKey Holder Stock, including payment of the purchase price, not more than five ten (510) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Key Holder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares Key Holder Stock to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer, together with stock powers, free and clear of all claims, liens and other encumbrances.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares Founder Stock available pursuant to its rights under Section 6.2 2.2 within the period set forth therein, the Selling Stockholder Founder shall promptly give written notice (the “Second Notice”) to each of the Major Investors, which shall set forth the number of shares of Selling Stockholder Shares Founder Stock not purchased by the Company and which shall include the terms of Notice set forth in Section 5.12.1. Each Major Investor shall then have the right, exercisable upon written notice to the Selling Stockholder selling Founder (the “Investor Notice”) within ten (10) 20 days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares Founder Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c2.3(c), the Major Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder SharesFounder Stock, including payment of the purchase price, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Founder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares Founder Stock, as applicable, to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares Key Holder Stock available pursuant to its rights under Section 6.2 2.2 within the period set forth therein, the Selling Stockholder Key Holder shall promptly give written notice (the “Second Notice”) to each of the Investors, which shall set forth the number of shares of Selling Stockholder Shares Key Holder Stock not purchased by the Company and which shall include the terms of the Company Notice set forth in Section 5.12.1. Each Investor shall then have the right, exercisable upon written notice to the Selling Stockholder Key Holder (the “Investor Notice”) within ten (10) days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares Key Holder Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c2.3(c), the Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder SharesKey Holder Stock, including payment of the purchase price, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Key Holder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares Key Holder Stock to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares available pursuant to its rights under Section 6.2 5.2 within the period set forth therein, the Selling Stockholder shall promptly give written notice (the “Second Notice”) to each of the Investors, which shall set forth the number of shares of Selling Stockholder Shares not purchased by the Company and which shall include the terms of Notice set forth in Section 5.1. Each Investor shall then have the right, exercisable upon written notice to the Selling Stockholder (the “Investor Notice”) within ten (10) days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c5.3(c), the Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder Shares, including payment of the purchase price, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (a1) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares shares of Investor Stock available pursuant to its rights under Section 6.2 2.1(b)(ii) within the period set forth therein, the Selling Stockholder Investor shall promptly give written notice (the “"Second Notice”") to the Company and each of the other Investors, which shall set forth the number of shares of Selling Stockholder Shares Investor Stock not purchased by the Company and which shall include the terms of Investor Transfer Notice set forth in Section 5.12.1(b)(i). Each other Investor shall then have the right, exercisable upon written notice to the Selling Stockholder Investor (the “Investor "Purchase Notice”") within ten (10) days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares Investor Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c), the The Investors who so exercise their rights (the “"Participating Investors”") shall effect the purchase of the Selling Stockholder Sharesshares of Investor Stock, including payment of the purchase price, not more than five ten (510) business days after delivery of the Investor Purchase Notice, and at such time the Selling Stockholder Investor shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares shares of Investor Stock to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (aA) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares shares of Founder Stock available pursuant to its rights under Section 6.2 2.2 within the period set forth therein, the Selling Stockholder Founder shall promptly give written notice (the “Second Notice”"SECOND NOTICE") to each of the Investors, which shall set forth the number of shares of Selling Stockholder Shares Founder Stock not purchased by the Company and which shall include the terms of Notice set forth in Section 5.12.1. Each Investor shall then have the right, exercisable upon written notice to the Selling Stockholder Founder (the “Investor Notice”"INVESTOR NOTICE") within ten fifteen (1015) days after the receipt of the Second Notice, to purchase its pro rata share of the Selling Stockholder Shares Founder Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c), the The Investors who so exercise their rights (the “Participating Investors”"PARTICIPATING INVESTORS") shall effect the purchase of the Selling Stockholder Sharesshares of Founder Stock, including payment of the purchase price, not more than five ten (510) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Founder shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares shares of Founder Stock to be purchased by the Participating Investors, each certificate to be free and clear of any liens, claims or encumbrances and properly endorsed for transfer.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares Investor Stock available pursuant to its rights under Section 6.2 2.2 within the period set forth thereinCompany ROFR Period, the Selling Stockholder Investor shall promptly give written notice within 20 days following the earlier to occur of (i) any waiver by the Company of its rights under Section 2.2 or (ii) the expiration of Company ROFR Period (the “Second Notice”) to each of the other Investors, which shall set forth the number of shares of Selling Stockholder Shares not purchased by state that the Company and which shall include did not purchase the terms of Investor Shares subject to the Notice set forth in Section 5.12.1. Each Investor which, together with any person or entity affiliated with such Investor, owns at least 10% of the outstanding Common Stock as of the date of the Second Notice (such Investors, the “Qualified Investors”) shall then have the right, exercisable upon written notice to the Selling Stockholder Investor (the “Investor Notice”) within ten (10) 10 days after the receipt of the Second NoticeNotice (the “Investor ROFR Period”), to purchase its pro rata share of the Selling Stockholder Shares Investor Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c2.3(c), the Qualified Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder SharesInvestor Stock, including payment of the purchase price, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Investor shall deliver to the Participating Investors the certificate(s) representing the Selling Stockholder Shares Investor Stock to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.

Investor Right of First Refusal. (a) In the event that the Company does not elect to purchase all of the Selling Stockholder Shares Founder Stock or Principal Shareholder Stock available pursuant to its rights under Section 6.2 2.2 within the period set forth therein, the Selling Stockholder Founder or Principal Shareholder shall promptly give written notice (the “Second Notice”) to each of the Investors, which shall set forth the number of shares of Selling Stockholder Shares Founder Stock or Principal Shareholder Stock not purchased by the Company and which shall include the terms of Notice set forth in Section 5.12.1. Each Investor shall then have the right, exercisable upon written notice to the Selling Stockholder Founder or Principal Shareholder (the “Investor Notice”) within ten fifteen (1015) days after the receipt of the Second Notice, to purchase its such Investor’s pro rata rota share of the Selling Stockholder Shares Founder Stock or Principal Shareholder Stock subject to the Second Notice and on the same terms and conditions as set forth therein. Except as set forth in Section 6.3(c), the The Investors who so exercise their rights (the “Participating Investors”) shall effect the purchase of the Selling Stockholder SharesFounder Stock or Principal Shareholder Stock, including payment of the purchase priceprice in full, not more than five (5) business days after delivery of the Investor Notice, and at such time the Selling Stockholder Founder or Principal Shareholder shall deliver to the such Participating Investors the certificate(s) representing the Selling Stockholder Shares Founder Stock or Principal Shareholder Stock to be purchased by the Participating Investors, each certificate to be properly endorsed for transfer.