Common use of Withdrawal from Agreement Clause in Contracts

Withdrawal from Agreement. On and after the first date on which any Shareholder, together with its Affiliates, owns, directly or indirectly, less than one percent (1%) of the then outstanding Shares may elect (on behalf of itself and all of its Affiliates that own Shares), by written notice to the Board and the other Shareholders, to (a) withdraw all Shares owned, directly or indirectly, by such owner and all of its Affiliates from this Agreement (Shares withdrawn pursuant to this clause (a), the “Withdrawn Securities”) and (b) terminate this Agreement with respect to such owner and its Affiliates (owners and Affiliates withdrawing pursuant to this clause (b), the “Withdrawing Holders”). From the date of delivery of such withdrawal notice, the Withdrawn Securities shall cease to be Registrable Securities subject to this Agreement and, if applicable, the Withdrawing Holders shall cease to be parties to this Agreement and shall no longer be subject to the obligations of this Agreement or have rights under this Agreement; provided, however, that the Withdrawing Holders shall nonetheless be obligated under Section 5.1 with respect to any pending underwritten offering to which such holder has received notice to the same extent that they would have been obligated if they had not withdrawn, and the Company shall be obligated to amend the Registration Statement to remove such Withdrawing Holders.

Withdrawal from Agreement. On and after the first date on which any ShareholderAny holder of Shares or Other Holder Shares (other than a holder of Management Shares) that, together with its Affiliates, owns, directly or indirectly, holds less than one five percent (15%) of the then outstanding Shares shares of Common Stock may elect (on behalf of itself and all of its Affiliates that own Shares(collectively, the “Withdrawing Holders”)), by written notice to the Board and the other Shareholdersparties hereto, to (a) withdraw all Shares owned, directly or indirectly, by such owner and all of its Affiliates from this Agreement (Shares withdrawn pursuant to this clause (a), the “Withdrawn Securities”) and (b) thereby terminate this Agreement with respect as to such owner and its Affiliates (owners and Affiliates withdrawing pursuant to this clause (b), the “Withdrawing Holders”). From the date of delivery of such withdrawal notice, the Withdrawn Securities shall cease to be Registrable Securities subject to this Agreement and, if applicable, the Withdrawing Holders shall cease to be parties to this Agreement and shall no longer be subject to the obligations of this Agreement or have rights under this Agreement, and the Shares or Other Holder Shares held by the Withdrawing Holders shall conclusively be deemed thereafter not to be Shares or Other Holder Shares, as the case may be, under this Agreement; provided, however, that such Withdrawing Holders, if they constitute an Investor Group, shall cause the resignation of any Investor Directors designated by such Investor Group; provided, further, that the Withdrawing Holders shall nonetheless be obligated under Section 5.1 6.3.4 with respect to any pending underwritten offering to which such holder has received notice Pending Underwritten Offering to the same extent that they would have been obligated if they had not withdrawn; and provided, further, that the rights and the Company shall be obligated to amend the Registration Statement to remove obligations of such Withdrawing HoldersHolders under Section 6.4 shall survive such withdrawal.

Withdrawal from Agreement. On and after At any time following the first date on which Initial Public Offering, any Shareholderholder of Shares or Other Holder Shares (other than a holder of Management Shares) that, together with its Affiliates, owns, directly or indirectly, holds less than one five percent (15%) of the then outstanding Shares shares of Common Stock may elect (on behalf of itself and all of its Affiliates that own Shares(collectively, the “Withdrawing Holders”)), by written notice to the Board and the other Shareholdersparties hereto, to (a) withdraw all Shares owned, directly or indirectly, by such owner and all of its Affiliates from this Agreement (Shares withdrawn pursuant to this clause (a), the “Withdrawn Securities”) and (b) thereby terminate this Agreement with respect as to such owner and its Affiliates (owners and Affiliates withdrawing pursuant to this clause (b), the “Withdrawing Holders”). From the date of delivery of such withdrawal notice, the Withdrawn Securities shall cease to be Registrable Securities subject to this Agreement and, if applicable, the Withdrawing Holders shall cease to be parties to this Agreement and shall no longer be subject to the obligations of this Agreement or have rights under this Agreement, and the Shares or Other Holder Shares held by the Withdrawing Holders shall conclusively be deemed thereafter not to be Shares or Other Holder Shares, as the case may be, under this Agreement; provided, however, that such Withdrawing Holders, if they constitute an Investor Group, shall comply with such Investor Group’s obligations under Section 2.1.3 to cause the resignation of any Investor Directors designated by such Investor Group; provided, further, that the Withdrawing Holders shall nonetheless be obligated under Section 5.1 6.3.4 with respect to any pending underwritten offering to which such holder has received notice Pending Underwritten Offering to the same extent that they would have been obligated if they had not withdrawn; and provided, further, that the rights and the Company shall be obligated to amend the Registration Statement to remove obligations of such Withdrawing HoldersHolders under Section 6.4 shall survive such withdrawal.

Withdrawal from Agreement. On and after the first date on which any ShareholderAny Investor Group that, together with its Affiliates, owns, directly or indirectly, holds less than one five percent (15%) of the then outstanding Shares shares of Common Stock may at any time elect (on behalf of itself and the members of its Investor Group and all of its their respective Affiliates that own hold Shares), by giving five business days’ written notice to the Board Company and the other ShareholdersInvestors, to (ai) withdraw all Shares owned, directly or indirectly, held by such owner Investor Group and all of its members and their respective Affiliates from this Agreement (Shares shares withdrawn pursuant to this clause (ai), collectively, the “Withdrawn SecuritiesShares”) and (bii) terminate this Agreement with respect to such owner Investor Group and its members and their respective Affiliates (owners such holders and Affiliates withdrawing pursuant to this clause (bii), collectively, the “Withdrawing Holders”). From the date of delivery of such withdrawal notice, the Withdrawn Securities Shares shall cease to be Registrable Securities Shares subject to this Agreement and, if applicable, the Withdrawing Holders shall cease to be parties to this Agreement and shall no longer be subject to the obligations of this Agreement or have rights under this Agreement; and provided, however, that the Withdrawing Holders shall nonetheless be obligated under Section 5.1 4 with respect to any pending underwritten offering to which such holder has received notice Pending Underwritten Offering to the same extent that they would have been obligated if they had not withdrawn, and the Company shall be obligated to amend the Registration Statement to remove such Withdrawing Holders.

Withdrawal from Agreement. On and after the first date on which any ShareholderAny Principal Holder that, together with its Affiliates, owns, directly or indirectly, holds less than one five percent (15%) of the then outstanding Covered Shares may elect (on behalf of itself and all of its Affiliates that own hold Covered Shares), by written notice to the Board Company and the other ShareholdersPrincipal Holders, to (a) withdraw all Covered Shares owned, directly or indirectly, held by such owner Principal Holder and all of its Affiliates from this Agreement (Covered Shares withdrawn pursuant to this clause (a), the “Withdrawn SecuritiesShares”) and (b) terminate this Agreement with respect to such owner Principal Holder and its Affiliates (owners Principal Holders and Affiliates withdrawing pursuant to this clause (b), the “Withdrawing Holders”). This Agreement will stay in effect with respect to Holders other than the Withdrawing Holders. From the date of delivery of such withdrawal notice, the Withdrawn Securities Shares shall cease to be Registrable Securities Covered Shares subject to this Agreement and, if applicable, the Withdrawing Holders shall cease to be parties to this Agreement and shall no longer be subject to the obligations of this Agreement or have rights under this Agreement; provided, however, that any such Withdrawing Holder shall retain the Withdrawing Holders shall nonetheless be obligated under indemnification rights and obligations pursuant to Section 5.1 7 with respect to any pending underwritten offering to which such holder has received notice to the same extent matter that they would have been obligated if they had not withdrawn(a) may be an indemnified liability thereunder, and the Company shall be obligated (b) occurred prior to amend the Registration Statement to remove such Withdrawing Holderswithdrawal.

Withdrawal from Agreement. On and after the first date on which At any Shareholdertime following an IPO, any Investor Holder who, together with its Affiliates, owns, directly or indirectly, beneficially owns less than one percent (1%) 5% of the then outstanding Shares Equity Securities of the Company on a fully diluted basis may elect (on behalf of itself and all of its Affiliates that own Shareshold Registrable Securities), by written notice to the Board Company and the other ShareholdersInvestor Holders, to (a) withdraw all Shares owned, directly or indirectly, Registrable Securities held by such owner Investor Holder and all of its Affiliates from this Agreement (Shares Registrable Securities withdrawn pursuant to this clause (a), the “Withdrawn Securities”) and (b) terminate this Agreement with respect to such owner Investor Holder and its Affiliates (owners Investor Holders and Affiliates withdrawing pursuant to this clause (b), the “Withdrawing Holders”). From and after the date of delivery of such withdrawal notice, the Withdrawn Securities shall cease to be Registrable Securities subject to this Agreement and, if applicable, the Withdrawing Holders shall cease to be parties to this Agreement Agreement, shall cease to have any demand or other registration rights, and shall no longer be subject to the any future obligations of under this Agreement or have rights under this Agreement; provided(but for the avoidance of doubt, however, that the such Withdrawing Holders shall nonetheless not be obligated under Section 5.1 with respect to released from any pending underwritten offering to which obligations of such holder has received notice Withdrawing Holders prior to the same extent that they would have been obligated if they had not withdrawn, and the Company shall be obligated to amend the Registration Statement to remove date of delivery of such Withdrawing Holderswithdrawal notice).