Common use of Shares to be Sold Clause in Contracts

Shares to be Sold. (i) Each Tag-along Stockholder shall exercise its right to participate in a sale of Common Stock by the Selling Stockholder subject to this Section 5.2 by delivering to the Selling Stockholder a Tag-along Notice stating its election to do so and specifying the number of shares of Common Stock to be sold by it no later than five Business Days after receipt of the Sale Notice. The offer of each Tag-along Stockholder set forth in a Tag-along Notice shall be irrevocable, and, to the extent such offer is accepted, such Tag-along Stockholder shall be bound and obligated to sell in the proposed sale on the terms and conditions set forth in this Section 5.2. Each Tag-along Stockholder shall have the right to sell in a sale subject to this Section 5.2 the number of shares of Common Stock equal to the product obtained by multiplying (x) the number of shares of Common Stock held by the Tag-along Stockholder by (y) a fraction (A) the numerator of which is equal to the number of shares of Common Stock the Selling Stockholder proposes to sell or transfer to the Proposed Transferee and (B) denominator of which is equal to the number of shares of Common Stock then owned by such Selling Stockholder.

Shares to be Sold. (i) Each Tag-along Stockholder The Purchaser shall exercise its right to participate in a sale of Common Stock by the Selling Stockholder subject to this Section 5.2 Tag-along Sale by delivering to the Selling Stockholder Seller a written notice (a “Tag-along Notice Notice”) stating its election to do so and specifying the number of shares of Common Stock Subject Shares to be sold by it no later than five (5) Business Days after receipt of the Sale NoticeNotice (the “Tag-along Period”). The offer of each Tag-along Stockholder such number of Subject Shares by the Purchaser as set forth in a the Tag-along Notice shall be irrevocable, and, to the extent such offer is accepted, such Tag-along Stockholder the Purchaser shall be bound and obligated to sell in the proposed sale Tag-along Sale on the terms and conditions set forth in this Section 5.25.12. Each Tag-along Stockholder The Purchaser shall have the right to sell in a sale subject to this Section 5.2 the Tag-along Sale such number of shares of Common Stock Subject Shares equal to the product obtained by multiplying (x) the number of shares of Common Stock Subject Shares held by the Purchaser as of the date of Tag-along Stockholder Notice by (y) a fraction equal to (A) the numerator of which is equal to the number of shares of Common Stock the Selling Stockholder proposes Seller Shares proposed to sell be sold or transfer transferred by Seller to the Proposed Transferee and or the public, divided by (B) denominator of which is equal to the number of shares of Common Stock Seller Shares then owned by such Selling StockholderHoldCo.

Shares to be Sold. (i) Each Tag-along Stockholder Purchaser shall exercise its right to participate in a sale of Common Stock by the Selling Stockholder subject to this Section 5.2 Tag-along Sale by delivering to the Selling Stockholder Seller a written notice (a “Tag-along Notice Notice”) stating its election to do so and specifying the number of shares of Common Stock Subject Shares to be sold by it no later than five (5) Business Days after receipt of the Sale NoticeNotice (the “Tag-along Period”). The offer of each Tag-along Stockholder such number of Subject Shares by Purchaser as set forth in a the Tag-along Notice shall be irrevocable, and, to the extent such offer is accepted, such Tag-along Stockholder Purchaser shall be bound and obligated to sell in the proposed sale Tag-along Sale on the terms and conditions set forth in this Section 5.25.12. Each Tag-along Stockholder Purchaser shall have the right to sell in a sale subject to this Section 5.2 the Tag-along Sale such number of shares of Common Stock Subject Shares equal to the product obtained by multiplying (x) the number of shares of Common Stock Subject Shares held by Purchaser as of the date of Tag-along Stockholder Notice by (y) a fraction equal to (A) the numerator of which is equal to the number of shares of Common Stock the Selling Stockholder proposes Smartposting Shares proposed to sell be sold or transfer transferred by Seller to the Proposed Transferee and or the public, divided by (B) denominator of which is equal to the number of shares of Common Stock Smartposting Shares then owned by such Selling StockholderSeller.

Shares to be Sold. (ia) Each Tag-along Stockholder shall exercise its right to participate in a sale of Common Stock by the Selling Stockholder subject to this Section 5.2 Article 4 by delivering to the Selling Stockholder Via Varejo a written notice (a “Tag-along Notice Notice”) stating its such Tag-along Stockholder’s election to do so and specifying the number of shares of Common Stock Shares to be sold by it no later than five Business Days days after receipt of the Sale NoticeNotice (the “Tag-along Period”). The offer of each Tag-along Stockholder set forth in a Tag-along Notice shall be irrevocable, and, to the extent such offer is accepted, such Tag-along Stockholder shall be bound and obligated to sell in the proposed sale on the terms and conditions set forth in this Section 5.2Article 4. Each Tag-along Stockholder shall have the right to sell in a sale subject to this Section 5.2 Article 4 the number of shares of Common Stock Shares equal to the product obtained by multiplying (x) the number of shares of Common Stock Shares held by the Tag-along Stockholder by (y) a fraction (A) the numerator of which is equal to the number of shares of Common Stock the Selling Stockholder Shares Via Varejo proposes to sell or transfer to the Proposed Transferee and (B) denominator of which is equal to the aggregate number of shares of Common Stock Shares then owned by such Selling StockholderVia Varejo.