Common use of Partial Exercise of Right Clause in Contracts

Partial Exercise of Right. In the event the Company (or its assignees) makes a timely exercise of the First Refusal Right with respect to a portion, but not all, of the Target Shares specified in the Disposition Notice, the remaining shares shall be offered to the holders of Preferred Stock pursuant to section 6.4 hereof. In the event all shares in the Disposition Notice have not been purchased by the Company and/or the Preferred Stockholders, Owner shall have the option, exercisable by written notice to the Company delivered within sixty (60) days after the date of the Disposition Notice, to effect the sale of the Target Shares pursuant to one of the following alternatives: (i) sale or other disposition of all the Target Shares to the third-party offeror identified in the Disposition Notice, but in full compliance with the requirements of paragraph 6.6, as if the Company and the Preferred Stockholders did not exercise the First Refusal Right hereunder; or (ii) sale to the Company (or its assignees) and/or the Preferred Stockholders of the portion of the Target Shares which the Company (or its assignees) and/or the Preferred Stockholders have elected to purchase and sale to the third-party offeror identified in the disposition Notice of the remaining portion of the Target Shares, such sale to be effected in substantial conformity with the provisions of paragraph 6.5. Failure of Owner to deliver timely notification to the Company under this paragraph 6.7 shall be deemed to be an election by Owner to sell the Target Shares pursuant to alternative (ii) above.”

Partial Exercise of Right. In the event the Company (or its assignees) makes and/or the Purchasing Shareholders make a timely exercise of the First Refusal Right its first refusal rights hereunder with respect to a portion, but not all, of the Target Shares specified in the Disposition NoticeOptionee's notice of intended disposition, the remaining shares shall be offered to the holders of Preferred Stock pursuant to section 6.4 hereof. In the event all shares in the Disposition Notice have not been purchased by the Company and/or the Preferred Stockholders, Owner Optionee shall have the option, exercisable by written notice to the Company delivered within sixty (60) days after the date of the Disposition Noticeinitial notice of intended disposition, to effect the sale of the Target Shares pursuant to one of the following alternatives: (i) sale or other disposition of all the Target Shares to the a third-party offeror identified purchaser in the Disposition Notice, but in full compliance with the requirements of paragraph 6.6Section 8(a), as if the Company and and/or the Preferred Stockholders Purchasing Shareholders did not exercise the First Refusal Right their respective first refusal rights hereunder; or (ii) sale to the Company (or its assignees) and/or the Preferred Stockholders Purchasing Shareholders of the portion of the Target Shares which the Company (or its assignees) and/or the Preferred Stockholders Purchasing Shareholders have elected to purchase and sale to the third-party offeror identified in the disposition Notice of the remaining portion of the Target Sharespurchase, such sale to be effected in substantial conformity with the provisions of paragraph 6.5Sections 8(c), (d) and (e) and, at the option of Optionee, sale of the remaining portion of the Target Shares to a third-party purchaser in compliance with Section 8(f). Failure of Owner the Optionee to deliver timely notification to the Company under this paragraph 6.7 Section 8(h) shall be deemed to be an election by Owner the Optionee to sell the Target Shares pursuant to alternative (iii) above.”

Partial Exercise of Right. In the event the Company (or its assignees) makes and/or the Purchasing Shareholders make a timely exercise of the First Refusal Right its first refusal rights hereunder with respect to a portion, but not all, of the Target Shares specified in the Disposition NoticeOptionee's notice of intended disposition, the remaining shares shall be offered to the holders of Preferred Stock pursuant to section 6.4 hereof. In the event all shares in the Disposition Notice have not been purchased by the Company and/or the Preferred Stockholders, Owner optionee shall have the option, exercisable by written notice to the Company delivered within sixty (60) days after the date of the Disposition Noticeinitial notice of intended disposition, to effect the sale of the Target Shares pursuant to one of the following alternatives: (i) sale or other disposition of all the Target Shares to the a third-party offeror identified purchaser in the Disposition Notice, but in full compliance with the requirements of paragraph 6.6Section 8(a), as if the Company and and/or the Preferred Stockholders Purchasing Shareholders did not exercise the First Refusal Right their respective first refusal rights hereunder; or (ii) sale to the Company (or its assignees) and/or the Preferred Stockholders Purchasing Shareholders of the portion of the Target Shares which the Company (or its assignees) and/or the Preferred Stockholders Purchasing Shareholders have elected to purchase and sale to the third-party offeror identified in the disposition Notice of the remaining portion of the Target Sharespurchase, such sale to be effected in substantial conformity with the provisions of paragraph 6.5Sections 8(c), (d) and (e) and, at the option of Optionee, sale of the remaining portion of the Target Shares to a third-party purchaser in compliance with Section 8(f). Failure of Owner the Optionee to deliver timely notification to the Company under this paragraph 6.7 Section 8(h) shall be deemed to be an election by Owner the Optionee to sell the Target Shares pursuant to alternative (iii) above.”