Common use of Non-Exercise of the First Refusal Right Clause in Contracts

Non-Exercise of the First Refusal Right. In the event the Exercise Notice is not given to the Recipient prior to the expiration of the twenty-five (25) day exercise period, the Recipient shall have a period of thirty (30) days thereafter in which to sell or otherwise dispose of the Target Shares to the third-party offeror identified in the Disposition Notice upon terms (including the purchase price) no more favorable to such third-party offeror than those specified in the Disposition Notice; provided, however, that any such sale or disposition must not be effected in contravention of the provisions of Sections 2 and 3. In the event the Recipient does not effect such sale or disposition of the Target Shares within the specified thirty (30) day period, the First Refusal Right shall continue to be applicable to any subsequent disposition of the Target Shares by the Recipient until such right lapses.