Common use of upon subsequent Transfer Clause in Contracts

upon subsequent Transfer. If Participant gives Investors a timely Tag-Along Notice, then Investors shall use all reasonable efforts to obtain the agreement of the prospective Transferee(s) to the participation of Participant in any contemplated Transfer, on the same terms and conditions as are applicable to the Offered Securities, and Investors shall not transfer any of its shares to any prospective Transferee if such prospective Transferee(s) declines to allow the participation of Participant. If the prospective Transferee(s) is unwilling or unable to acquire all of the Offered Securities and all of the Option Shares specified in a timely Tag-Along Notice upon such terms, then Investors may elect either to cancel such proposed Transfer or to allocate the maximum number of shares of Common Stock that the prospective Transferees are willing to purchase (the "Allocable Shares") among Investors, Participant and such other participants giving timely Tag-Along Notices as follows:

upon subsequent Transfer. If Participant gives Investors a timely Tag-Along Notice, then Investors shall use all reasonable efforts to obtain the agreement of the prospective Transferee(s) to the participation of Participant in any contemplated Transfer, on the same terms and conditions as are applicable to the Offered Securities, and Investors shall not transfer any of its shares to any prospective Transferee if such prospective Transferee(s) declines to allow the participation of Participant. If the prospective Transferee(s) is unwilling or unable to acquire all of the Offered Securities and all of the Option Shares specified in a timely Tag-Along Notice upon such terms, then Investors may elect either to cancel such proposed Transfer or to allocate the maximum number of shares of Common Stock that the prospective Transferees are willing to purchase (the "Allocable SharesALLOCABLE SHARES") among Investors, Participant and such other participants giving timely Tag-Along Notices as follows: