Common use of Non-Exercise of Right Clause in Contracts

Non-Exercise of Right. In the event written notice of exercise of the Company's and/or the Purchasing Shareholder's right of first refusal is not given to the Optionee within forty-five (45) days following the date of the Company's receipt of the notice of intended disposition under Section 8(b), the Optionee shall, for a period of ninety-five (95) days thereafter, have the right to sell or otherwise dispose of the Target Shares upon terms and conditions (including the purchase price) no more favorable to the third party purchaser than those specified in the notice of intended disposition given to the Company; provided, however, that any such sale or disposition must not be effected in contravention of the representations made by the Optionee in Section 10 of this Agreement. The third party purchaser shall acquire the Target Shares free and clear of all the terms and provisions of this Agreement (including the Company's first refusal rights hereunder). In the event Optionee does not sell or otherwise dispose of the Target Shares within the specified ninety-five (95) day period, the Company's right of first refusal shall continue to be applicable to any subsequent disposition of the Target Shares by the Optionee until such right lapses in accordance with Section 8(i).

Non-Exercise of Right. In the event written notice of exercise of the Company's and/or the Purchasing Shareholder's right of first refusal is not given to the Optionee within forty-five (45) days following the date of the Company's receipt of the notice of intended disposition under Section 8(bParagraph 8(b)(ii), the Optionee shall, for a period of ninety-five (95) days thereafter, have the right to sell or otherwise dispose of the Target Shares upon terms and conditions (including the purchase price) no more favorable to the third party purchaser than those specified in the notice of intended disposition given to the Company; provided, however, that any such sale or disposition must not be effected in contravention of the representations made by the Optionee in Section Paragraph 10 of this Agreement. The third party purchaser shall acquire the Target Shares free and clear of all the terms and provisions of this Agreement (including the Company's first refusal rights hereunder). In the event Optionee Owner does not sell or otherwise dispose of the Target Shares within the specified ninety-five (95) day period, the Company's right of first refusal shall continue to be applicable to any subsequent disposition of the Target Shares by the Optionee until such right lapses in accordance with Section 8(iParagraph 8(b)(vii).

Non-Exercise of Right. In the event Company does not give Purchaser written notice of its intent to exercise of the Company's and/or the Purchasing Shareholder's its right of first refusal is not given to the Optionee within fortytwenty-five (4525) days following the date of the Company's receipt of the notice of intended disposition under Section 8(b13(b), the Optionee Purchaser shall, for a period of ninety-five thirty (9530) days thereafter, have the right to sell or otherwise dispose of the Target Shares upon terms and conditions (including the purchase price) no more favorable to the third party purchaser than those specified in the notice of intended disposition given to the Company; providedPROVIDED, howeverHOWEVER, that any such sale or disposition must not be effected in contravention of the representations made by the Optionee Purchaser in Section 10 11 above. To the extent any of this Agreementthe Target Shares are at the time held in escrow under Section 8 above, the certificates for such shares shall automatically be released from escrow and surrendered to Purchaser. The third third-party purchaser shall acquire the Target Shares free and clear of all the terms and provisions of this Agreement (including the Company's first refusal rights hereunder)Agreement. In the event Optionee Purchaser does not sell or otherwise dispose of the Target Shares within the specified ninety-five thirty (9530) day period, the Company's right of first refusal shall continue to be applicable to any subsequent disposition of the Target Shares by the Optionee Purchaser until such right lapses in accordance with Section 8(i)13(e) below.