Common use of Restrictions on Sales of Control of the Company Clause in Contracts

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder Holder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 five (5) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder Shareholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock Shares are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation Memorandum and Articles in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated CertificateMemorandum and Articles, elect to allocate the consideration differently by written notice given to the Company at least 5 ten (10) business days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 10 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s), and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 ten (10) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction transaction(s) is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, Certificate elect to allocate the consideration differently by written notice given to the Company at least 5 10 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 10 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Common Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 ten (10) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of the Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 ten (10) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 days [***] prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 seven (7) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, Certificate elect to allocate the consideration differently by written notice given to the Company at least 5 two (2) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction were a Deemed Liquidation Event), Table of Contents unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 ten (10) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, Certificate of Incorporation elect to allocate the consideration differently by written notice given to the Company at least 5 twenty (20) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 three (3) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 ten (10) days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Restated Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, elect to allocate the consideration differently by written notice given to the Company at least 5 10 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.

Restrictions on Sales of Control of the Company. No Stockholder shall be a party to any Stock Sale unless (a) all holders of Preferred Stock are allowed to participate in such transaction transaction(s) and (b) the consideration received pursuant to such transaction is allocated among the parties thereto in the manner specified in the Company’s Certificate of Incorporation in effect immediately prior to the Stock Sale (as if such transaction transaction(s) were a Deemed Liquidation Event), unless the holders of at least the requisite percentage required to waive treatment of the transaction(s) as a Deemed Liquidation Event pursuant to the terms of the Restated Certificate, Certificate of Incorporation elect to allocate the consideration differently by written notice given to the Company at least 5 10 days prior to the effective date of any such transaction or series of related transactions; provided, that, clause (b) shall not apply to a SPAC Transaction.