Common use of JG Put Clause in Contracts

JG Put. Jame▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇ll have the right to require the Company to purchase at Fair Market Value Common Stock and/or Existing Options representing the following percentages of the number of shares of Common Stock and Existing Options (based on the number of underlying shares) owned by him immediately after the Closing during the following periods: 25% Sixth anniversary of date hereof 50% Seventh anniversary of date hereof 75% Eighth anniversary of date hereof 100% Ninth anniversary of date hereof Each such right (a "JG Put") shall be exercisable by giving written notice to the Company within the applicable period set forth above specifying the number of shares of Common Stock and/or Existing Options to be purchased by the Company (the "JG Put notice"). In each case, the number of shares of Common Stock and/or Existing options that Jame▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇ the right to require the Company to purchase pursuant to this Section 9(a) shall be reduced by (i) the number of shares of Common Stock and Existing Options which he previously Transferred (including pursuant to this Section 9(a) or Section 9(b)) except to Permitted Transferees and (ii) the number of shares of Common Stock which he could have actually Transferred, but elected not to Transfer, in a transaction previously consummated pursuant to Section 7 or 8(a). Notwithstanding the foregoing, Jame▇ ▇. ▇▇▇▇▇▇▇'▇ ▇▇▇ht to require the Company to purchase shares of Common Stock and Existing Options pursuant to this Section 9(a) shall be suspended if, and as long as, a Control Event as defined in clauses (A) through (E) of Section 3(f)(ii) has occurred and is continuing.

JG Put. Jame▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇ll shall have the right to require the Company to purchase at Fair Market Value Common Stock and/or Existing Options representing the following percentages of the number of shares of Common Stock and Existing Options (based on the number of underlying shares) owned by him immediately after the Closing during the following periods: PERCENTAGE 90 DAYS COMMENCING WITH 25% Sixth anniversary of date hereof 50% Seventh anniversary of date hereof 75% Eighth anniversary of date hereof 100% Ninth anniversary of date hereof Each such right (a "JG Put") shall be exercisable by giving written notice to the Company within the applicable period set forth above specifying the number of shares of Common Stock and/or Existing Options to be purchased by the Company (the "JG Put notice"). In each case, the number of shares of Common Stock and/or Existing options that Jame▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇ has the right to require the Company to purchase pursuant to this Section 9(a) shall be reduced by (i) the number of shares of Common Stock and Existing Options which he previously Transferred (including pursuant to this Section 9(a) or Section 9(b)) except to Permitted Transferees and (ii) the number of shares of Common Stock which he could have actually Transferred, but elected not to Transfer, in a transaction previously consummated pursuant to Section 7 or 8(a). Notwithstanding the foregoing, Jame▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇'▇ ▇▇▇ht right to require the Company to purchase shares of Common Stock and Existing Options pursuant to this Section 9(a) shall be suspended if, and as long as, a Control Event as defined in clauses (A) through (E) of Section 3(f)(ii) has occurred and is continuing.