Common use of Sale to a Proposed Transferee Clause in Contracts

Sale to a Proposed Transferee. The Investor selling hereunder and each participating Founder 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 the price and upon such other terms and conditions, if any, as those in the Co-Sale Notice; provided, however, that any purchase of less than all of such shares by the Buyer shall be deducted from the number of Shares offered to be sold by such Investor and each participating Founder pro rata based upon the applicable number of Investor Co-Sale Shares desired to be sold by the Founder and the number of shares that each participating Founder is entitled to sell pursuant to Section 3.5(a).

Sale to a Proposed Transferee. The Investor Shareholder selling hereunder and each participating Founder 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 the price and upon such other terms and conditions, if any, as those in the Co-Sale NoticeShareholder Offer provided by such Shareholder under Section 3.2(a); provided, however, that any purchase of less than all of such shares by the Buyer shall be deducted from the number of Shares shares offered to be sold by such Investor Shareholder and each participating Founder Investor pro rata based upon the applicable number of Investor Co-Sale Shares desired to be sold by the Founder Shareholder and the number of shares that each participating Founder Investor is entitled to sell pursuant to Section 3.5(a3.4(a).