Common use of Sales Prior to the Tenth Anniversary Clause in Contracts

Sales Prior to the Tenth Anniversary. On and after the Third Anniversary and prior to the Tenth Anniversary, the LATAM Controlling Shareholders shall have the right to sell or transfer their shares of Restricted Common Stock if (but only if) any such sale or transfer complies with all of the requirements set forth in this Section 3.03(a). (i) Such sale or transfer shall be subject to the rights of first offer pursuant to Section 3.05; provided, however, that notwithstanding the foregoing such rights of first offer shall not apply from and after the first date on which the shares of Restricted Common Stock of TEP represent less than 10% of the total number of shares of LATAM Common Stock then issued and outstanding. (ii) No such sale or transfer shall be permitted if the LATAM Controlling Shareholders have sold or transferred any shares of Restricted Common Stock in the twelve-month period ending on the date on which such sale or transfer would otherwise be consummated. (iii) No such sale or transfer of more than 2% of the total number of shares of LATAM Common Stock then issued and outstanding shall be permitted.

Sales Prior to the Tenth Anniversary. On and after the third anniversary of the Effective Time (the “Third Anniversary Anniversary”) and prior to the tenth anniversary of the Effective Time (the “Tenth Anniversary”), the LATAM Controlling Shareholders TEP shall have the right to sell or transfer their its shares of Restricted Common Stock to any Person (each, a “Partial Sale”) if (but only if) any such sale or transfer Partial Sale complies with all of the requirements set forth in this Section 3.03(a3.02(a). (i) Such sale or transfer No Partial Sale shall be subject to permitted if the rights number of first offer pursuant to Section 3.05; provided, however, that notwithstanding the foregoing such rights of first offer shall not apply from and after the first date on which the shares of Restricted Common Stock of TEP represent immediately after such Partial Sale would be less than 10% of the total number of shares of LATAM Common Stock then issued and outstanding. (ii) No such sale or transfer Each Partial Sale shall be permitted if subject to the LATAM Controlling Shareholders have sold or transferred any shares rights of Restricted Common Stock in the twelve-month period ending on the date on which such sale or transfer would otherwise be consummatedfirst offer pursuant to Section 3.05. (iii) No such sale or transfer Partial Sale of more than 2% of the total number of shares of LATAM Common Stock then issued and outstanding shall be permitted. (iv) No Partial Sale shall be permitted if TEP has sold or transferred any of its shares of Restricted Common Stock in the twelve-month period ending on the date on which such Partial Sale would otherwise be consummated.