Common use of Second Offer Clause in Contracts

Second Offer. (i) If the Company proposes to issue and sell the Offered Securities to a third party at a price that is less than ninety percent (90%) of the Offer Price (the "Second Offer Price") within such nine-month period, the Company shall, prior to consummating such issuance and sale of the Offered Securities to the third party, make a second offer to Holder (the "Second Offer") in writing and in accordance with Section 15 (the "Second Offer Notice"), to purchase, at the Second Offer Price and on the same terms (the "Second Offer Terms") proposed to be issued and sold, a percentage of each class or type of the Offered Securities equal to the Holder Share. (ii) If Holder does not deliver to the Company written notice of acceptance of any offer made pursuant to Section 12(b)(i) within ten (10) days after Holder's receipt of the Second Offer Notice, Holder shall be deemed to have waived its rights to purchase the Offered Securities, which are the subject of the Second Offer, and the Company shall be entitled to issue and sell the Offered Securities on the Second Offer Terms and at the Second Offer Price, without the obligation to provide any further offers or notices to Holder.

Second Offer. (i) If the Company proposes to issue and sell the Offered Securities to a third party at a price that is less than ninety percent (90%) of the Offer Price (the "Second Offer Price") within such nine-month period, the Company shall, prior to consummating such issuance and sale of the Offered Securities to the third party, make a second offer to Holder IITRI (the "Second Offer") in writing and in accordance with Section 15 (the "Second Offer Notice"), to purchase, at the Second Offer Price and on the same terms (the "Second Offer Terms") proposed to be issued and sold, a percentage of each class or type of the Offered Securities equal to the Holder IITRI Share. (ii) If Holder IITRI does not deliver to the Company written notice of acceptance of any offer made pursuant to Section 12(b)(i) within ten (10) days after HolderIITRI's receipt of the Second Offer Notice, Holder IITRI shall be deemed to have waived its rights to purchase the Offered Securities, which are the subject of the Second Offer, and the Company shall be entitled to issue and sell the Offered Securities on the Second Offer Terms and at the Second Offer Price, without the obligation to provide any further offers or notices to HolderIITRI.

Second Offer. (i) If the Company proposes to issue and sell the Offered Securities to a third party at a price that is less than ninety percent (90%) of the Offer Price (the "“Second Offer Price"”) within such nine-month period, the Company shall, prior to consummating such issuance and sale of the Offered Securities to the third party, make a second offer to Holder IIT (the "“Second Offer"”) in writing and in accordance with Section 15 (the "“Second Offer Notice"”), to purchase, at the Second Offer Price and on the same terms (the "“Second Offer Terms"”) proposed to be issued and sold, a percentage of each class or type of the Offered Securities equal to the Holder IIT Share. (ii) If Holder IIT does not deliver to the Company written notice of acceptance of any offer made pursuant to Section 12(b)(i) within ten (10) days after Holder's IIT’s receipt of the Second Offer Notice, Holder IIT shall be deemed to have waived its rights to purchase the Offered Securities, which are the subject of the Second Offer, and the Company shall be entitled to issue and sell the Offered Securities on the Second Offer Terms and at the Second Offer Price, without the obligation to provide any further offers or notices to HolderIIT.