Common use of Investors’ Option Clause in Contracts

Investors’ Option. If the Company fails to purchase all of the Offered Shares under Section 3.3(b) above, at any time within thirty (30) days after receipt by the Investors of the Additional Offer Notice (the “Investor Option Period”), each Investor may elect to accept the offer to purchase with respect to any or all of the Remaining Shares and shall give written notice of such election (the “Investor Acceptance Notice”) to the Transferring Restricted Stockholder and each Investor within the Investor Option Period, which notice shall indicate the maximum number of Shares that the Investor is willing to purchase, including the number of Shares it would purchase if one or more other Investors do not elect to purchase their Pro Rata Fractions (as defined in paragraph (d) below). The Investor Acceptance Notice shall constitute a valid, legally binding and enforceable agreement for the sale and purchase of the Shares covered by the Investor Acceptance Notice. The closing for any purchase of Shares by the Investors under this Section 3.3(c) (along with the purchase by the Company of any Shares under paragraph (b) above if the Company is purchasing less than all of the Offered Shares) shall take place within thirty (30) days following the expiration of Investor Option Period, at the offices of the Company or on such other date or at such other place as may be agreed to by the Transferring Restricted Stockholder and such Investors. The Transferring Restricted Stockholder shall notify the Investors promptly if any Investor fails to offer to purchase all of its Pro Rata Fraction.

Investors’ Option. If the Company fails to purchase all of the Offered Shares under Section 3.3(b) above, at At any time within thirty (30) days after receipt by the Investors of the Additional Offer Notice (the “"Investor Option Period”"), each Investor or its Affiliates, including future funds that have affiliated but not identical general partners, may elect to accept the offer to purchase with respect to any or all of the Remaining Offered Shares and shall give written notice of such election (the “"Investor Acceptance Notice”") to the Transferring Restricted Stockholder and each Investor within the Investor Option Period, which notice shall indicate the maximum number of Offered Shares that the Investor is willing to purchase, including the number of Offered Shares it would purchase if one or more other Investors do not elect to purchase their Pro Rata Fractions (as defined in paragraph (dc) below). The Transferring Stockholder shall notify the Investors promptly if any Investor fails to offer to purchase all of its Pro Rata Fraction. If the Investors collectively do not elect to purchase all of the Offered Shares, the Offer Notice shall be deemed to have been rejected. If the Investors collectively elect to purchase all of the Offered Shares, the Offer Notice shall be deemed to have been accepted, and each Investor Acceptance Notice shall constitute a valid, legally binding and enforceable agreement for the sale and purchase of the Offered Shares covered by the such Investor Acceptance NoticeNotice subject to any necessary adjustments as provided in Section 3.3(c). The closing for any the purchase of Offered Shares by the Investors under this Section 3.3(c) (along with the purchase by the Company of any Shares under paragraph (b) above if the Company is purchasing less than all of the Offered Shares3.3(b) shall take place within thirty (30) days following the expiration of the Investor Option Period, at the offices of the Company or on such other date or at such other place as may be agreed to by the Transferring Restricted Stockholder and such Investors. The Transferring Restricted Stockholder shall notify the Investors promptly if any Investor fails to offer to purchase all of its Pro Rata Fraction.

Investors’ Option. If the Company fails to purchase all of the Offered Shares under Section 3.3(b) above, at At any time within thirty (30) days after receipt by the Investors of the Additional Offer Notice (the “Investor Option Period”), each Investor or any of its Affiliates, including future funds that have affiliated but not identical general partners, may elect to accept the offer of the Transferring Stockholder to purchase with respect to any or all a portion of the Remaining Offered Shares and shall give written notice of such election (the “Investor Acceptance Notice”) to the Transferring Restricted Stockholder and each other Investor within the Investor Option Period, which notice shall indicate the maximum number of Offered Shares that the Investor is willing to purchase, including the number of Offered Shares it would purchase if one or more other Investors do not elect to purchase their Pro Rata Fractions (as defined in paragraph (dc) below); provided, however, that the Investors must collectively purchase all of the Offered Shares. The An Investor Acceptance Notice shall constitute a valid, legally binding and enforceable agreement for the sale and purchase of the Offered Shares covered by the such Investor Acceptance Notice. The closing for any the purchase of Offered Shares by the Investors or any of their Affiliates under this Section 3.3(c) (along with the purchase by the Company of any Shares under paragraph (b) above if the Company is purchasing less than all of the Offered Shares3.3(b) shall take place within thirty (30) days following the expiration of the Investor Option Period, Period at the offices of the Company or on such other date or at such other place as may be agreed to by the Transferring Restricted Stockholder and such InvestorsInvestors or Affiliates. The Transferring Restricted Stockholder shall notify the Investors promptly if any Investor or Affiliate fails to offer to purchase all of its Pro Rata Fraction.

Investors’ Option. If the Company fails does not elect to purchase all of the Offered Shares under in accordance with Section 3.3(b2.2(b) above, each Investor may elect at any time within thirty (30) days after receipt by the Investors of the Additional Investor Offer Notice (the “"Investor Option Period”"), each Investor may elect to accept the offer to purchase with respect to any or all but not less than all of the Remaining Offered Shares and shall give written notice of such election (the “"Investor Acceptance Notice”") to the Transferring Restricted Stockholder and each Investor within the Investor Option Period, which notice shall indicate the maximum number of Offered Shares that the such Investor is willing to purchase, including the number of Offered Shares it would purchase if one or more other Investors do not elect to purchase their Pro Rata Fractions (as defined in paragraph (d) below). The Investor Acceptance Notice shall constitute a valid, legally binding and enforceable agreement for the sale and purchase of the Remaining Offered Shares covered by the Investor Acceptance Notice. The closing for any purchase of Offered Shares by the Investors under this Section 3.3(c) (along with the purchase by the Company of any Shares under paragraph (b) above if the Company is purchasing less than all of the Offered Shares2.2(c) shall take place within thirty (30) days following the expiration of Investor Option Period, at the offices of the Company or on such other date or at such other place as may be agreed to by the Transferring Restricted Stockholder and such Investorsthe Investors purchasing hereunder. The Transferring Restricted Stockholder shall notify the Investors promptly if any Investor fails to offer to purchase all of its Pro Rata Fraction.