Common use of Sale to Third Parties Clause in Contracts

Sale to Third Parties. In the event that the Investors elect not to purchase all (or any part) of the Future Shares, the Company shall have 120 days from the expiration of the Exercise Period to sell all or any part of such Future Shares not purchased by the Investors (the “Refused Future Shares”) to the Third-Party Purchaser, but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Third-Party Purchaser or less favorable to the Company than those set forth in the Proposal. In the event that the Company so sells the Refused Future Shares to such Third-Party Purchaser, the sale to the Investors of Future Shares in respect of which a Notice of Purchase was delivered to the Company by the Investors shall occur upon the closing of the sale to such Third-Party Purchaser of Refused Future Shares (which closing shall include full payment to the Company). If there are no Refused Future Shares, the sale to the Investors of such Future Shares shall occur within 20 days of the expiration of the Future Shares Exercise Period. In any event, the sale to the Investors of Future Shares shall be on the terms specified in the Proposal. Any Refused Future Shares not purchased by such Third-Party Purchaser within such 120-day period shall remain subject to this Section 7.

Sale to Third Parties. In the event that the Investors elect not to purchase all (or any part) of the Future Shares, the Company shall have 120 days from the expiration of the Exercise Period to sell all or any part of such Future Shares not purchased by the Investors (the “Refused Future Shares”) to the Thirdthird-Party Purchaserparty purchaser, but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Thirdthird-Party Purchaser party purchaser or less favorable to the Company than those set forth in the Proposal. In the event that the Company so sells the Refused Future Shares to such Thirdthird-Party Purchaserparty purchaser, the sale to the Investors of Future Shares in respect of which a Notice of Purchase was delivered to the Company by the Investors shall occur upon the closing of the sale to such Thirdthird-Party Purchaser party purchaser of Refused Future Shares (which closing shall include full payment to the Company). If there are no Refused Future Shares, the sale to the Investors of such Future Shares shall occur within 20 days of the expiration of the Future Shares Exercise Period. In any event, the sale to the Investors of Future Shares shall be on the terms specified in the Proposal. Any Refused Future Shares not purchased by such Thirdthird-Party Purchaser party purchaser within such 120-day period shall remain subject to this Section 7.

Sale to Third Parties. In the event that the Investors elect not to purchase all (or any part) of the Future Shares, the Company shall have 120 days from the expiration of the Exercise Period to sell all or any part of such Future Shares not purchased by the Investors (the “Refused Future Shares”) to the Thirdthird-Party Purchaserparty purchasers, but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Thirdthird-Party Purchaser party purchasers or less favorable to the Company than those set forth in the Proposal. In the event that the Company so sells the Refused Future Shares to such Thirdthird-Party Purchaserparty purchasers, the sale to the Investors of Future Shares in respect of which a Notice of Purchase was delivered to the Company by the Investors shall occur upon the closing of the sale to such Thirdthird-Party Purchaser party purchasers of Refused Future Shares (which closing shall include full payment to the Company). If there are no Refused Future Shares, the sale to the Investors of such Future Shares shall occur within 20 days of the expiration of the Future Shares Exercise Period. In any event, the sale to the Investors of Future Shares shall be on the terms specified in the Proposal. Any Refused Future Shares not purchased by such Thirdthird-Party Purchaser party purchasers within such 120-day period shall remain subject to this Section 7.

Sale to Third Parties. In the event that the Investors elect Fidelity elects not to purchase all (or any part) of the Future Shares, the Company shall have 120 days from the expiration of the Future Shares Exercise Period to sell all or any part of such Future Shares not purchased by the Investors Fidelity (the “Refused Future Shares”) to the Third-Party party Purchaser, but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Third-Party party Purchaser or less favorable to the Company than those set forth in the Proposal. In the event that the Company so sells the Refused Future Shares to such Third-Party party Purchaser, the sale to the Investors Fidelity of Future Shares in respect of which a Notice of Purchase was delivered to the Company by the Investors Fidelity shall occur upon the closing of the sale to such Third-Party party Purchaser of Refused Future Shares (which closing shall include full payment to the Company). If there are no Refused Future Shares, the sale to the Investors Investor of such Future Shares shall occur occur, within 20 days of the expiration of the Future Shares Exercise Period. In any event, the sale to the Investors Fidelity of Future Shares shall be on the terms specified in the Proposal. Any Refused Future Shares not purchased by such Third-Party party Purchaser within such 120-day period shall remain subject to this Section 7.

Sale to Third Parties. In the event that the Investors elect --------------------- not to purchase all (or any part) of the Future SharesSecurities, the Company shall have 120 days from the expiration of the Future Securities Exercise Period to offer and sell all or any part of such Future Shares Securities not purchased by the Investors (the “"Refused Future Shares”Securities") to the Third-Party Purchaserany other ------------------------- Person(s), but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Third-Party Purchaser other Person(s) or less favorable to the Company than those set forth in the Proposal; provided that such Sale be to the same -------- Person(s) or their affiliates identified in the Proposal, if so identified pursuant to Section 6.13.2. In the event that the Company so sells the Refused Future Shares Securities to such Third-Party Purchaserother Person(s), the sale to each Investor of the Investors of Future Shares Securities in respect of which a Notice of Purchase was delivered to the Company by the Investors such Investor shall occur upon the closing of the sale to such Third-Party Purchaser other Person(s) of Refused Future Shares Securities (which closing shall include full payment to the Company). If there are no Refused Future SharesSecurities, the sale to the Investors such Investor of such Future Shares Securities shall occur within 20 days of the expiration of the Future Shares Securities Exercise Period. If such offering or sale of Refused Future Securities shall be terminated, the Company shall promptly give such Investor written notice of such termination and such Investor may, but shall not be required to, purchase such Future Securities, in which case such purchase shall occur within 30 days of the date of such termination. In any event, the sale to the Investors such Investor of such Future Shares Securities shall be on the terms specified in the Proposal. Any Refused Future Shares Securities not purchased by such Third-Party Purchaser other Person(s) within such 120-day period shall remain subject to this Section 76.

Sale to Third Parties. In the event that the Investors elect not --------------------- to purchase all (or any part) of the Future SharesSecurities, the Company shall have 120 days from the expiration of the Future Securities Exercise Period to offer and sell all or any part of such Future Shares Securities not purchased by the Investors (the “"Refused Future Shares”Securities") to the Third-Party Purchaserany other Person(s), but ------------------------- only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Third-Party Purchaser other Person(s) or less favorable to the Company than those set forth in the Proposal; provided that such Sale be to the same Person(s) or their -------- affiliates identified in the Proposal, if so identified pursuant to Section 7.13.2. In the event that the Company so sells the Refused Future Shares Securities to such Third-Party Purchaserother Person(s), the sale to each Investor of the Investors of Future Shares Securities in respect of which a Notice of Purchase was delivered to the Company by the Investors such Investor shall occur upon the closing of the sale to such Third-Party Purchaser other Person(s) of Refused Future Shares Securities (which closing shall include full payment to the Company). If there are no Refused Future SharesSecurities, the sale to the Investors such Investor of such Future Shares Securities shall occur within 20 days of the expiration of the Future Shares Securities Exercise Period. If such offering or sale of Refused Future Securities shall be terminated, the Company shall promptly give such Investor written notice of such termination and such Investor may, but shall not be required to, purchase such Future Securities, in which case such purchase shall occur within 30 days of the date of such termination. In any event, the sale to the Investors such Investor of such Future Shares Securities shall be on the terms specified in the Proposal. Any Refused Future Shares Securities not purchased by such Third-Party Purchaser other Person(s) within such 120-day period shall remain subject to this Section 7.

Sale to Third Parties. In the event that the Investors elect not to purchase all (or any part) of the Future Shares, the Company shall have 120 days from the expiration of the Exercise Period to sell all or any part of such Future Shares not purchased by the Investors (the “Refused Future Shares”) to the Third-Party party Purchaser, but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Third-Party party Purchaser or less favorable to the Company than those set forth in the Proposal. In the event that the Company so sells the Refused Future Shares to such Third-Party party Purchaser, the sale to the Investors of Future Shares in respect of which a Notice of Purchase was delivered to the Company by the Investors shall occur upon the closing of the sale to such Third-Party party Purchaser of Refused Future Shares (which closing shall include full payment to the Company). If there are no Refused Future Shares, the sale to the Investors of such Future Shares shall occur within 20 days of the expiration of the Future Shares Exercise Period. In any event, the sale to the Investors of Future Shares shall be on the terms specified in the Proposal. Any Refused Future Shares not purchased by such Third-Party party Purchaser within such 120-day period shall remain subject to this Section 7.

Sale to Third Parties. In the event that the Investors elect Investor elects not to purchase all (or any part) of the Future Shares, the Company shall have 120 days from the expiration of the Exercise Period to sell all or any part of such Future Shares not purchased by the Investors Investor (the “Refused Future Shares”) to the Third-Party Purchaser, but only upon terms and conditions in all respects (including, without limitation, unit price and interest rates) which are no more favorable to such Third-Party Purchaser or less favorable to the Company than those set forth in the Proposal. In the event that the Company so sells the Refused Future Shares to such Third-Party Purchaser, the sale to the Investors Investor of Future Shares in respect of which a Notice of Purchase was delivered to the Company by the Investors Investor shall occur upon the closing of the sale to such Third-Party Purchaser of Refused Future Shares (which closing shall include full payment to the Company). If there are no Refused Future Shares, the sale to the Investors Investor of such Future Shares shall occur within 20 days of the expiration of the Future Shares Exercise Period. In any event, the sale to the Investors Investor of Future Shares shall be on the terms specified in the Proposal. Any Refused Future Shares not purchased by such Third-Party Purchaser within such 120-day period shall remain subject to this Section 7.