Common use of Right of First Offer/Refusal Clause in Contracts

Right of First Offer/Refusal. Before any Vested Shares registered in the name of Founder may be sold or transferred (including transfer by operation of law but excluding any transfer to Founder’s spouse, descendants or ancestors or to any trust or family partnership established for Founder or any such family members benefit), such Vested Shares shall be offered at a price and on terms specified in writing by the selling Founder (the “Selling Founder”) to the Company and to the Founders Group, fifty percent (50%) as to each, who will collectively have the right to purchase all, but not less than all, of the Vested Shares proposed to be transferred in the manner set forth in the relevant provisions of the remainder of this Section 3 (such Vested Shares being referred to herein as the “ROFO/R Shares”).

Right of First Offer/Refusal. Before any Vested Shares registered in the name of Founder Purchaser may be sold or transferred (including transfer by operation of law but excluding any transfer to FounderPurchaser’s spouse, descendants or ancestors or to any trust or family partnership established for Founder Purchaser or any such family members benefit), such Vested Shares shall be offered at a price and on terms specified in writing by the selling Founder (the “Selling Founder”) Purchaser to the Company and to the Founders Group, fifty percent (50%) as to each, who will collectively have the right to purchase all, but not less than all, of the Vested Shares proposed to be transferred in the manner set forth in the relevant provisions of the remainder of this Section 3 (such Vested Shares being referred to herein as the “ROFO/R Shares”).