Common use of Procedure at Closing Clause in Contracts

Procedure at Closing. The share certificate or certificates that such Non-Selling Shareholder delivers to the Selling Shareholder pursuant to paragraph 5.1(b) shall be transferred to the prospective purchaser in consummation of the sale of the Transfer Shares pursuant to the terms and conditions specified in the Transfer Notice, and the Selling Shareholder shall concurrently therewith remit to such Non-Selling Shareholder that portion of the sale proceeds to which such Non-Selling Shareholder is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibit such assignment or otherwise refuse to purchase shares or other securities from a Non-Selling Shareholder exercising its rights of co-sale hereunder, the Selling Shareholder shall not sell any Transfer Shares to such prospective purchaser or purchasers unless and until, simultaneously with such sales, the Selling Shareholder shall purchase such shares or other securities from such Non-Selling Shareholder. In selling their Shares pursuant to their co-sale right hereunder, the Non-Selling Shareholders shall not be required to give any representations or warranties with respect to their Shares to be sold except to confirm that they have not transferred or encumbered such Shares.

Procedure at Closing. The share certificate or certificates that such Non-Selling Shareholder Investor delivers to the Selling Shareholder pursuant to paragraph 5.1(b) shall be transferred to the prospective purchaser in consummation of the sale of the Transfer Shares pursuant to the terms and conditions specified in the Transfer Notice, and the Selling Shareholder shall concurrently therewith remit to such Non-Selling Shareholder Investor that portion of the sale proceeds to which such Non-Selling Shareholder Investor is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibit such assignment or otherwise refuse to purchase shares or other securities from a Non-Selling Shareholder an Investor exercising its rights of co-sale hereunder, the Selling Shareholder shall not sell any Transfer Shares to such prospective purchaser or purchasers unless and until, simultaneously with such sales, the Selling Shareholder shall purchase such shares or other securities from such Non-Selling ShareholderInvestor. In selling their Shares pursuant to their co-sale right hereunder, the Non-Selling Shareholders Investors shall not be required to give any representations or warranties with respect to their Shares to be sold except to confirm that they have not transferred or encumbered such Shares.

Procedure at Closing. The share certificate or certificates that such Non-Selling Shareholder Investor delivers to the Selling Key Shareholder pursuant to paragraph 5.1(bSection 6.1(b) shall be transferred to the prospective purchaser in consummation of the sale of the Key Shareholder Transfer Shares pursuant to the terms and conditions specified in the Key Shareholder Transfer Notice, and the Selling Key Shareholder shall concurrently therewith remit to such Non-Selling Shareholder each Investor that portion of the sale proceeds to which such Non-Selling Shareholder Investor is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibit such assignment or otherwise refuse to purchase shares or other securities from a Non-Selling Shareholder an Investor exercising its rights of co-sale hereunder, the Selling Key Shareholder shall not sell any Key Shareholder Transfer Shares to such prospective purchaser or purchasers unless and until, simultaneously with such sales, the Selling Key Shareholder shall purchase such shares or other securities from such Non-Selling Shareholderrespective Investor(s). In selling their its Shares pursuant to their co-sale right hereunder, the Non-Selling Shareholders Investors shall not be required to give any representations or warranties with respect to their its Shares to be sold except to confirm that they have not transferred or encumbered such Shares.

Procedure at Closing. The share certificate or certificates that such NonCo-Selling Shareholder Sale Right Holder delivers to the Selling Original Shareholder pursuant to paragraph Section 5.1(b) shall be transferred to the prospective purchaser in consummation of the sale of the Transfer Shares pursuant to the terms and conditions specified in the Transfer Notice, and the Selling Original Shareholder shall concurrently therewith remit to such NonCo-Selling Shareholder Sale Right Holder that portion of the sale proceeds to which such NonCo-Selling Shareholder Sale Right Holder is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibit such assignment or otherwise refuse to purchase shares or other securities from a NonCo-Selling Shareholder Sale Right Holder exercising its rights of co-sale hereunder, the Selling Original Shareholder shall not sell any Transfer Shares to such prospective purchaser or purchasers unless and until, simultaneously with such sales, the Selling Original Shareholder shall purchase such shares or other securities from such NonCo-Selling Shareholder. In selling their Shares pursuant to their co-sale right hereunder, Sale Right Holder with terms and conditions no less favorable than those specified in the Non-Selling Shareholders shall not be required to give any representations or warranties with respect to their Shares to be sold except to confirm that they have not transferred or encumbered such SharesTransfer Notice.