Common use of Right of Participation in Sales Clause in Contracts

Right of Participation in Sales. (i) If at any time the Optionee desires to sell for cash any part of the Option Stock owned by him to any person or entity other than one or more of the Purchasers (a “Buyer”), each of the Purchasers shall have the right to sell to the Buyer, as a condition to such sale by the Optionee, at the same price per share and on the same terms and conditions as involved in such sale by the Optionee, the same percentage of the Stock owned by such Purchaser as the Option Stock to be sold by the Optionee to the Buyer represents with respect to the Stock owned by the Optionee immediately prior to the sale of any of his Option Stock to the Buyer. (ii) Each Purchaser wishing to so participate in any sale under this Section 7 shall notify the Optionee in writing of such intention as soon as practicable after such Purchaser’s receipt of the Offer and in any event within twenty days after the date the Offer was made. (iii) The Optionee and each participating Purchaser shall sell to the Buyer all, or at the option of the Buyer, any part of the shares proposed to be sold by them at not less than the price and upon other terms and conditions, if any, not more favorable to the Buyer than those in the Offer provided by the Optionee; provided, however, that any purchase of less than all of such shares by the Buyer shall be made from the Optionee and each participating Purchaser pro rata based upon the relative amount of the shares that the Optionee and each participating Purchaser is otherwise entitled to sell. (iv) Any shares sold by the Optionee or a participating Purchaser pursuant to this Section 7 shall no longer be subject to this Section 7(c). (v) The Purchasers’ right to participate in sales pursuant to this Section 7 shall not apply with respect to sales of Option Stock to the Corporation.

Right of Participation in Sales. (ia) If at any time the Optionee a Stockholder desires to sell for cash all or any part portion of the Option Stock Shares (other than Unvested Shares) owned by him to any person or entity other than one or more of (the Purchasers (a “Buyer”"Purchaser"), each of the Purchasers other Stockholders shall have the right to sell to the BuyerPurchaser, as a condition to such sale by the Optioneeselling Stockholder, at the same price per share and on the same terms and conditions Conditions as involved in such sale by the Optioneeselling Stockholder, the same percentage of the Stock Shares (other than Unvested Shares) owned by such Purchaser other Stockholder as the Option Stock Shares (other than Unvested Shares) to be sold by the Optionee selling Stockholder to the Buyer Purchaser represents with respect to the Stock Shares (other than Unvested Shares) owned by the Optionee selling Stockholder immediately prior to the sale of any of his Option Stock Shares (other than Unvested Shares) to the BuyerPurchaser. (iib) Each Purchaser other Stockholder wishing to so participate in any sale under this Section 7 4 shall notify the Optionee selling Stockholder in writing of such intention as soon as practicable after such Purchaser’s other Stockholder's receipt of the Offer pursuant to Section 3, and in any event within twenty ten days after the date the Offer was made. "Such notification shall be delivered in person or mailed to the selling Stockholder at the address set forth in accordance with Section 10 below. (iiic) The Optionee selling Stockholder and each participating Purchaser other Stockholder shall sell to the Buyer Purchaser all, or at the option of the BuyerPurchaser, any part portion of the shares Shares proposed to be sold by them at not less than the price and upon other terms and conditions, if any, not more favorable to the Buyer Purchaser than those in the Offer provided by the Optioneeselling Stockholder under Section 3 above; providedPROVIDED, howeverHOWEVER, that any purchase of less than all of such shares Shares by the Buyer Purchaser shall be made from the Optionee selling Stockholder and each participating Purchaser other Stockholder pro rata based upon the relative amount of the shares Shares (other than Unvested Shares) that the Optionee selling Stockholder and each participating Purchaser other Stockholder is otherwise entitled to sellsell pursuant to Section 4(a). (ivd) Any shares If Shares are sold by the Optionee or a participating Purchaser pursuant to this Section 7 4 to any purchaser who is not a party to this Agreement, the Shares so sold shall no longer be subject to any of the restrictions imposed by this Section 7(c)Agreement and shall no longer be entitled to any of the benefits conferred by this Agreement. (ve) The Purchasers’ right to participate in sales pursuant to provided by this Section 7 4 shall not apply with respect to sales of Option Stock Shares (a) to the CorporationCompany or (b) other Stockholders pursuant to Section 3.

Right of Participation in Sales. (ia) If at any time the Optionee Stockholder desires to sell for cash all or any part of the Option Stock Shares owned by him to any person or entity other than one or more of the Purchasers Investors (a “the "Buyer”"), each of the Purchasers Investors shall have the right to sell to the Buyer, as a condition to such sale by the OptioneeStockholder, at the same price per share and on the same terms and conditions as involved in such sale by the OptioneeStockholder, the same percentage of the Stock Shares owned by such Purchaser Investor as the Option Stock Shares to be sold by the Optionee Stockholder to the Buyer represents with respect to the Stock Shares owned by the Optionee Stockholder immediately prior to the sale of any of his Option Stock Shares to the Buyer. (iib) Each Purchaser Investor wishing to so participate in any sale under this Section 7 4 shall notify the Optionee Stockholder in writing of such intention as soon as practicable after such Purchaser’s Investor's receipt of the Offer made pursuant to Section 3, and in any event within twenty days after the date the Offer was made. Such notification shall be given to such Stockholder in accordance with Section 9 below. (iiic) The Optionee Stockholder and each participating Purchaser Investor shall sell to the Buyer all, or at the option of the Buyer, any part of the shares Shares proposed to be sold by them at not less than the price and upon other terms and conditions, if any, not more favorable to the Buyer than those in the Offer provided by the OptioneeStockholder under Section 3 above; provided, however, that any purchase of less -------- ------- than all of such shares Shares by the Buyer shall be made from the Optionee Stockholder and each participating Purchaser Investor pro rata based upon the relative amount of the shares Shares that the Optionee Stockholder and each participating Purchaser Investor is otherwise entitled to sellsell pursuant to Section 4(a). (ivd) Any shares Shares sold by the Optionee Stockholder or a participating Purchaser Investor pursuant to this Section 7 4 shall no longer be subject to this Section 7(c)Agreement. (ve) The Purchasers’ Investors' right to participate in sales pursuant to this Section 7 4 shall not apply with respect to sales of Option Stock Shares to the CorporationCompany.

Right of Participation in Sales. (ia) If at any time the Optionee Stockholder desires to sell for cash all or any part of the Option Stock Shares owned by him to any person or entity other than one or more of the Purchasers Investors (a “Buyer”the "NON-INVESTOR PURCHASER"), each of the Purchasers Stockholders shall have the right to sell to the BuyerNon-Investor Purchaser, as a condition to such sale by the OptioneeStockholder, at the same price per share and on the same terms and conditions as involved in such sale by the OptioneeStockholder, the same percentage of the Stock Shares owned by such Purchaser Investor as the Option Stock Shares to be sold by the Optionee Stockholder to the Buyer Non-Investor Purchaser represents with respect to the Stock Shares owned by the Optionee Stockholder immediately prior to the sale of any of his Option Stock Shares to the BuyerNon-Investor Purchaser. (iib) Each Purchaser Investor wishing to so participate in any sale under this Section 7 4 shall notify the Optionee Stockholder in writing of such intention as soon as practicable after such Purchaser’s Investor's receipt of the Offer made pursuant to Section 3, and in any event within twenty (20) days after the date the Offer was made. Such notification shall be given to such Stockholder in accordance with Section 10. (iiic) The Optionee Stockholder and each participating Purchaser Investor shall sell to the Buyer Non-Investor Purchaser all, or at the option of the BuyerNon-Investor Purchaser, any part of the shares Shares proposed to be sold by them at not less than the price and upon other terms and conditions, if any, not more favorable to the Buyer Non-Investor Purchaser than those in the Offer offer provided by the OptioneeStockholder under Section 3; providedPROVIDED, howeverHOWEVER, that any purchase of less than all of such shares Shares by the Buyer Non-Investor Purchaser shall be made from the Optionee Stockholder and each participating Purchaser Investor pro rata based upon the relative amount of the shares Shares that the Optionee Stockholder and each participating Purchaser Investor is otherwise entitled to sellsell pursuant to Section 4(a). (ivd) Any shares Shares sold by the Optionee Stockholder or a participating Purchaser Investor pursuant to this Section 7 4 shall no longer be subject to this Section 7(c)Agreement. (ve) The Purchasers’ Investor's right to participate in sales pursuant to this Section 7 4 shall not apply with respect to sales of Option Stock Shares to the CorporationCompany.