Common use of Right of Participation in Sales Clause in Contracts

Right of Participation in Sales. (a) If at any time a Stockholder desires to sell any Shares owned by him to a Proposed Transferee, and those Shares to be transferred have not been purchased by the Company or other Stockholders under Section 2.2, each of the other Stockholders (other than those who have elected to purchase Shares pursuant to Section 2.2) shall have the right to sell to the Proposed Transferee, as a condition to such sale by the Selling Stockholder, at the same price per share and on the same terms and conditions as involved in such sale by the Selling Stockholder, a pro rata portion of the amount of Shares proposed to be sold to the Proposed Transferee. The “pro rata portion” of Shares which a Stockholder shall be entitled to sell to the Proposed Transferee shall be that number of Shares as shall equal the number of Offered Shares proposed to be sold to the Proposed Transferee multiplied by a fraction, the numerator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock, warrants, options or other convertible securities held by such person) which are then held by the Participating Stockholder (as defined below), and the denominator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock warrants, options or other convertible securities) which are then held by the Selling Stockholder and all Stockholders wishing to participate in any sale under this Section 2.3.

Right of Participation in Sales. (a) If at any time a Stockholder Current Shareholder desires to sell all or any part of the Shares owned by him to a Proposed TransfereeTrans feree, and those Shares to be transferred have not been purchased by the Company or other Stockholders Investor under Section 2.23, each of the other Stockholders Investor (other than those who have unless it has elected to purchase Shares pursuant to Section 2.23) shall have the right to sell to the Proposed Transferee, as a condition to such sale by the Selling StockholderCurrent Shareholder, at the same price per share and on the same terms and conditions as involved in such sale by the Selling StockholderCurrent Shareholder, a pro rata portion of the amount of Shares proposed to be sold to the Proposed Transferee. The “"pro rata portion” " of Shares which a Stockholder the Investor shall be entitled to sell to the Proposed Transferee shall be that number of Shares as shall equal the number of Offered Shares proposed to be sold to the Proposed Transferee multiplied by a fraction, the numerator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock, warrants, options or other convertible securities Stock held by such person) which are then held by the Participating Stockholder (as defined below)Investor, and the denominator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock warrants, options or other convertible securitiesStock) which are then held by the Selling Stockholder Current Shareholder and all Stockholders Investors wishing to participate in any sale under this Section 2.35.

Right of Participation in Sales. (a) If at any time a Stockholder any Shareholder desires to sell all or any part of the Shares owned by him him, her or it to a Proposed Transferee, any third party (the "Selling Shareholder") and those Shares to be transferred (in the case of the Selling Non-Investor Shareholder) have not been purchased by the Company or other Stockholders and the Investors under Section 2.23, each of the other Stockholders (other than those who have elected to purchase Shares pursuant to Section 2.2) Investor Shareholder and Principal Shareholder shall have the right to sell to the Proposed Transfereethird party, as a condition to such sale by the Selling StockholderShareholder, at the same price per share and on the same terms and conditions as involved in such sale by the Selling StockholderShareholder, a pro rata PRO RATA portion of the amount of Shares proposed to be sold to the Proposed Transfereethird party. The “pro rata "PRO RATA portion” " of Shares which a Stockholder the Shareholder shall be entitled to sell to the Proposed Transferee third party shall be that number of Shares as shall equal the number of Offered Shares proposed to be sold to the Proposed Transferee third party multiplied by a fraction, the numerator of which is the aggregate of all shares of Common Stock (including shares issuable which the Investor Shareholder or Principal Shareholder wishing to participate in the sale then holds or has the right to acquire upon conversion or exercise of Preferred Stock, warrants, options or other convertible securities held by such person) warrants which are then held by the Participating Stockholder (as defined below)exercisable, and the denominator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock warrants, options or other convertible securities) which are then held by the Selling Stockholder and all Stockholders Shareholders wishing to participate in any sale under this Section 2.34 and the Selling Shareholder, or which such Persons have the right to acquire upon exercise of options or warrants which are then exercisable.

Right of Participation in Sales. (a) If at any time a Stockholder desires to sell any Shares owned by him to a Proposed Transferee, and those Shares to be transferred have not been purchased by the Company or other Stockholders under Section 2.2, each of the other Stockholders (other than those who have elected to purchase Shares pursuant to Section 2.2) shall have the right to sell to the Proposed Transferee, as a condition to such sale by the Selling Stockholder, at the same price per share and on the same terms and conditions as involved in such sale by the Selling Stockholder, a pro rata portion of the amount of Shares proposed to be sold to the Proposed Transferee. The “"pro rata portion” " of Shares which a Stockholder shall be entitled to sell to the Proposed Transferee shall be that number of Shares as shall equal the number of Offered Shares proposed to be sold to the Proposed Transferee multiplied by a fraction, the numerator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock, warrants, options or other convertible securities held by such person) which are then held by the Participating Stockholder (as defined below), and the denominator of which is the aggregate of all shares of Common Stock (including shares issuable upon conversion or exercise of Preferred Stock warrants, options or other convertible securities) which are then held by the Selling Stockholder and all Stockholders wishing to participate in any sale under this Section 2.3.