Common use of Co-Sale Right Clause in Contracts

Co-Sale Right. To the extent any Non-Selling Shareholder (including JD) does not exercise its respective rights of first refusal as to all of the Transfer Shares pursuant to Section 4.2, such Non-Selling Shareholder (including JD) shall have the right, exercisable upon delivery of a written notice to the Selling Shareholder, with a copy to the Company, within twenty (20) Business Days after the date of the Transfer Notice, to participate in the sale of any Transfer Shares to the extent of such Non-Selling Shareholder’s Pro Rata Co-Sale Share at the same price and upon the same terms and conditions indicated in the Transfer Notice. A failure by the Non-Selling Shareholder to respond within such prescribed period shall constitute a decision by such Non-Selling Shareholder not to exercise its right of co-sale as provided herein. To the extent one (1) or more of the Non-Selling Shareholders exercise such right of co-sale in accordance with the terms and conditions set forth below, the number of Transfer Shares that the Selling Shareholder may sell in the transaction shall be correspondingly reduced. The foregoing co-sale right of each Non-Selling Shareholder shall be subject to the following terms and conditions:

Co-Sale Right. To In the event that the Selling Shareholder is an Ordinary Selling Shareholder and to the extent any Non-Selling Shareholder (including JD) Investor does not exercise its respective rights of first refusal as to all any of the such Transfer Shares pursuant to Section 4.2, such Non-Selling Shareholder (including JD) Investor shall have the right, exercisable upon delivery of a written notice to the Ordinary Selling Shareholder, with a copy to the Company, within twenty (20) Business Days after the date of the First Transfer Notice, to participate in the sale of any such Transfer Shares by selling up to the extent of such Non-Selling ShareholderInvestor’s Pro Rata Co-Sale Share at the same price and upon the same terms and conditions indicated as set out in the First Transfer Notice. A failure by the Non-Selling Shareholder such Investor to respond within such prescribed period shall be deemed to constitute a decision by such Non-Selling Shareholder Investor not to exercise its right of co-sale right as provided hereinherein with respect to such sale. To the extent one (1) or more of the Non-Selling Shareholders exercise such right of Investors exercise(s) their co-sale right in accordance with the terms and conditions set forth below, the number of the Transfer Shares that the Ordinary Selling Shareholder may sell in the transaction shall be correspondingly reduced. The foregoing co-sale right of each Non-Selling Shareholder Investor shall be subject to the following terms and conditions:

Co-Sale Right. To the extent any Non-Selling Shareholder (including JD) does not exercise its respective rights of first refusal as to all of the any Transfer Shares Share pursuant to Section 4.2, such Noneach Co-Selling Shareholder (including JD) Sale Right Holder shall have the right, exercisable upon delivery of a written notice to the Selling Shareholder, with a copy to the Company, within twenty ten (2010) Business Days days after the date of the Transfer ROFR Expiry Notice, to participate in the sale of any Transfer Shares to the extent of such NonCo-Selling ShareholderSale Right Holder’s Pro Rata Co-Sale Share at the same price and upon the same terms and conditions indicated in the Transfer Notice. A failure by the Nonany Co-Selling Shareholder Sale Right Holder to respond within such prescribed period shall constitute a decision by such NonCo-Selling Shareholder Sale Right Holder not to exercise its right of co-sale as provided herein. To the extent one (1) or more of the NonCo-Selling Shareholders Sale Right Holders exercise such right of co-sale in accordance with the terms and conditions set forth below, the number of Transfer Shares that the Selling Shareholder may sell in the transaction shall be correspondingly reduced. The foregoing co-sale right of each NonCo-Selling Shareholder Sale Right Holder shall be subject to the following terms and conditions: