Common use of Sale of Tag-Along Shares Clause in Contracts

Sale of Tag-Along Shares. Any purchase of less than all of the Tag-Along Shares and the Common Shares (calculated on a fully diluted basis) that the Investors are entitled to and elect to sell to the Proposed Transferee pursuant to Sections 7.01 and 7.02 hereof, considered collectively, by the Proposed Transferee shall be made from Shareholder and the Investors who elect to participate pro rata based upon the relative amount of the shares that Shareholder and the Investors who elect to participate are otherwise entitled to sell pursuant to Section 7.01. If the Investors do not wish to participate in any sale under this Article 7, Shareholder shall sell to the Proposed Transferee all, or at the option of the Proposed Transferee, any part of the shares proposed to be sold at not less than the price and upon other terms and conditions, if any, not more favorable to the Proposed Transferee than those in the notice provided by Shareholder pursuant to 7. 01. If the Tag-Along Shares and the shares of the Investors are sold under this Article 7 to any purchaser who is not a party to this Agreement, the Tag-Along Shares and the share of the Investors so sold shall no longer be subject to any of the restrictions imposed by this Agreement, except for any restrictions imposed by Article 2, which shall continue in force until such time as they lapse pursuant to the terms of such Article 2 or Article 7 hereof.

Sale of Tag-Along Shares. Any purchase of less than all of the Tag-Along Shares and the Common Shares (calculated on a fully diluted basis) that the Original Investors are entitled to and elect to sell to the Proposed Transferee pursuant to Sections Section 7.01 and 7.02 hereof, considered collectively, by the Proposed Transferee shall be made from Shareholder and the Original Investors who elect to participate pro rata based upon the relative amount of the shares that Shareholder and the Original Investors who elect to participate are otherwise entitled to sell pursuant to Section 7.01. If the Original Investors do not wish to participate in any sale under this Article 7, Shareholder shall sell to the Proposed Transferee all, or at the option of the Proposed Transferee, any part of the shares proposed to be sold at not less than the price and upon other terms and conditions, if any, not more favorable to the Proposed Transferee than those in the notice provided by Shareholder pursuant to 7. 017.01. If the Tag-Along Shares and the shares of the Original Investors are sold under this Article 7 to any purchaser who is not a party to this Agreement, the Tag-Along Shares and the share of the Original Investors so sold shall no longer be subject to any of the restrictions imposed by this Agreement, except for any restrictions imposed by Article 2, which shall continue in force until such time as they lapse pursuant to the terms of such Article 2 or Article 7 hereof.

Sale of Tag-Along Shares. Any purchase of less than all of the Tag-Along Shares and the Common Shares (calculated on a fully diluted basis) that the Original Investors are entitled to and elect to sell to the Proposed Transferee pursuant to Sections 7.01 Section 18.01 and 7.02 18.02 hereof, considered collectively, by the Proposed Transferee shall be made from Shareholder and the Original Investors who elect to participate pro rata based upon the relative amount of the shares that Shareholder and the Original Investors who elect to participate are otherwise entitled to sell pursuant to Section 7.0118.01. If the Original Investors do not wish to participate in any sale under this Article 718, Shareholder shall sell to the Proposed Transferee all, or at the option of the Proposed Transferee, any part of the shares proposed to be sold at not less than the price and upon other terms and conditions, if any, not more favorable to the Proposed Transferee than those in the notice provided by Shareholder pursuant to 7. 017.01. If the Tag-Along Shares and the shares of the Original Investors are sold under this Article 7 18 to any purchaser who is not a party to this Agreement, the Tag-Along Shares and the share of the Original Investors so sold shall no longer be subject to any of the restrictions imposed by this Agreement, except for any restrictions imposed by Article 213, which shall continue in force until such time as they lapse pursuant to the terms of such Article 2 13 or Article 7 18 hereof.