Common use of Non-Exercise Clause in Contracts

Non-Exercise. Subject to the provisions of Section 5, in the event the Investors fail to purchase all of the Transfer Shares within the above-prescribed period, the Selling Shareholder shall have ninety (90) Business Days after delivery of the Transfer Notice to each Investor to sell such Transfer Shares at a price upon terms and conditions no more favorable to the transferee than specified in the original Transfer Notice. In the event that the Selling Shareholder has not sold the Transfer Shares within such prescribed period, the Selling Shareholder shall not thereafter sell any Shares without first offering such Shares to the Investors in the manner provided in this Section 4 and in Section 5.

Non-Exercise. Subject to Section 4.2, to the provisions of Section 5, extent the Investors do not elect to participate in the event the Investors fail sale of Transfer Shares pursuant to purchase all of the Transfer Shares within the above-prescribed periodNotice, the Selling Shareholder shall have may, not later than ninety (90) Business Days after days following delivery of the Transfer Notice to each Investor to sell such Investor, effect a transfer of the Transfer Shares at a price upon covered by the Transfer Notice and not elected to be sold by the Investors. Any proposed transfer on terms and conditions no more favorable than those described in the Transfer Notice, as well as any subsequent proposed transfer of any Shares by the Selling Shareholder, shall be subject to the transferee than specified procedures described in the original Transfer Notice. In the event that the Selling Shareholder has not sold the Transfer Shares within such prescribed period, the Selling Shareholder shall not thereafter sell any Shares without first offering such Shares to the Investors in the manner provided in this Section 4 and in this Section 5.

Non-Exercise. Subject to the provisions of Section 5, in the event JD and the Investors other Non-Selling Shareholders fail to purchase all of the Transfer Shares within the above-prescribed period, the Selling Shareholder shall have ninety (90) Business Days days after delivery of the Transfer Notice to each Investor Non-Selling Shareholder to sell such Transfer Shares at a price upon terms and conditions no more favorable to the transferee than specified in the original Transfer Notice. In the event that the Selling Shareholder has not sold the Transfer Shares within such prescribed period, the Selling Shareholder shall not thereafter sell any Shares without first offering such Shares to the Investors Non-Selling Shareholders in the manner provided in this Section 4 and in Section 5.