Common use of Co-Sale Right Clause in Contracts

Co-Sale Right. If the Ordinary Investor or any of the Management Shareholders (the “Selling Shareholder”) proposes to sell, transfer, assign, exchange or otherwise convey or dispose of all or a portion of the shares of Capital Stock of the Company, or rights to acquire shares of Capital Stock of the Company, held by such Selling Shareholder (excluding any Series A Preference Shares held by such Selling Shareholder), then the Selling Shareholder shall promptly give written notice (the “Co-Sale Notice”) to each of the holders of Series A Preference Shares and the Series B Preference Shares at least fifteen (15) Business Days prior to the closing of such sale. The Co-Sale Notice shall describe in reasonable detail the proposed sale including, without limitation, the number of shares to be sold or transferred (the “Co-Sale Shares”), the nature of such sale, the consideration to be paid, and the name and address of each prospective purchaser or transferee. Each holder of Series A Preference Shares and/or Series B Preference Shares, as the case may be, shall have the right, exercisable upon written notice to the Selling Shareholder within ten (10) Business Days after receipt of the Co-Sale Notice, to participate in such sale of Co-Sale Shares on the same terms and conditions. To the extent one (1) or more of the holders of the Series A Preference Shares and/or one (1) or more of the holders of the Series B Preference Shares, as the case may be, exercises such right of co-sale (the “Co-Sale Right”) in accordance with the terms and conditions set forth below, the number of Co-Sale Shares that the Selling Shareholder may sell in the relevant transaction shall be correspondingly reduced. The Co-Sale Right of each holder of Series A Preference Shares and/or Series B Preference Shares, as the case may be, shall be subject to the following terms and conditions:

Co-Sale Right. (a) If the Ordinary Investor any Shareholder or any group of the Management Shareholders (the “Selling ShareholderShareholder(s)”) ), in one or a series of related transactions, proposes to sell, transfer, assign, exchange or otherwise convey or dispose of all or a portion of the shares of Capital Stock Shares of the Company, or rights to acquire shares of Capital Stock Shares of the Company, held by to a Person and/or its Affiliates which would result in such Selling Shareholder Person and/or its Affiliates, collectively, holding a majority of all of the aggregate Ordinary Class Shares outstanding at such time, calculated on an as-converted basis (excluding any Series A Preference Shares held by such Selling Shareholdercollectively, the “Outstanding Shares”), then the Selling Shareholder Shareholder(s) shall promptly give written notice (the “Co-Sale Notice”) to each of the holders of Series A Preference Shares and the Series B Preference Shares other Shareholders at least fifteen (15) Business Days prior to the closing of such sale. The Co-Sale Notice shall describe in reasonable detail the proposed sale including, without limitation, the number of shares to be sold or transferred (the “Co-Sale Shares”), the nature of such sale, the consideration to be paid, and the name and address of each prospective purchaser or transferee. Each holder of Series A Preference Shares and/or Series B Preference Shares, as the case may be, other Shareholder shall have the right, exercisable upon written notice to the Selling Shareholder Shareholder(s) within ten (10) Business Days after receipt of the Co-Sale Notice, to participate in such sale of Co-Sale Shares on the same terms and conditions, including to sell at the same price per share. To the extent one (1) or more of the holders of the Series A Preference Shares and/or one (1) or more of the holders of the Series B Preference Shares, as the case may be, other Shareholders exercises such right of co-sale (the “Co-Sale Right”) in accordance with the terms and conditions set forth below, the number of Co-Sale Shares that the Selling Shareholder Shareholder(s) may sell in the relevant transaction shall be correspondingly reduced. The Co-Sale Right of each holder of Series A Preference Shares and/or Series B Preference Shares, as the case may be, Shareholder shall be subject to the following terms and conditions:

Co-Sale Right. (a) If the Ordinary Investor any Shareholder or any group of the Management Shareholders (the “Selling ShareholderShareholder(s)”) ), in one or a series of related transactions, proposes to sell, transfer, assign, exchange or otherwise convey or dispose of all or a portion of the shares of Capital Stock Shares of the Company, or rights to acquire shares of Capital Stock Shares of the Company, held by to a Person and/or its Affiliates which would result in such Selling Shareholder Person and/or its Affiliates, collectively, holding a majority of all of the aggregate outstanding Ordinary Class Shares outstanding at such time, calculated on an as-converted basis (excluding any Series A Preference Shares held by such Selling Shareholdercollectively, the “Outstanding Shares”), then the Selling Shareholder Shareholder(s) shall promptly give written notice (the “Co-Sale Notice”) to each of the holders of Series A Preference Shares and the Series B Preference Shares other Shareholders at least fifteen (15) Business Days prior to the closing of such sale. The Co-Sale Notice shall describe in reasonable detail the proposed sale including, without limitation, the number of shares to be sold or transferred (the “Co-Sale Shares”), the nature of such sale, the consideration to be paid, and the name and address of each prospective purchaser or transferee. Each holder of Series A Preference Shares and/or Series B Preference Shares, as the case may be, other Shareholder shall have the right, exercisable upon written notice to the Selling Shareholder Shareholder(s) within ten (10) Business Days after receipt of the Co-Sale Notice, to participate in such sale of Co-Sale Shares on the same terms and conditions, including to sell at the same price per share. To the extent one (1) or more of the holders of the Series A Preference Shares and/or one (1) or more of the holders of the Series B Preference Shares, as the case may be, other Shareholders exercises such right of co-sale (the “Co-Sale Right”) in accordance with the terms and conditions set forth below, the number of Co-Sale Shares that the Selling Shareholder Shareholder(s) may sell in the relevant transaction shall be correspondingly reduced. The Co-Sale Right of each holder of Series A Preference Shares and/or Series B Preference Shares, as the case may be, Shareholder shall be subject to the following terms and conditions: