Common use of Payment to Preferred Shareholders Clause in Contracts

Payment to Preferred Shareholders. The share certificate or certificates that the Co-Sale Rights Holder delivers to the Selling Shareholder pursuant to Section 4.4(b) shall be transferred to the prospective purchaser in consummation of the sale of the Offered Shares pursuant to the terms and conditions specified in the First Transfer Notice, and the Selling Shareholder shall concurrently therewith remit to such Co-Sale Rights Holder that portion of the sale proceeds to which such Co-Sale Rights Holder is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibits such assignment or otherwise refuses to purchase any shares or other securities from a Co-Sale Rights Holder exercising its co-sale right hereunder, the Selling Shareholder shall not sell to such prospective purchaser or purchasers any ROFR Shares unless and until, simultaneously with such sale, the Selling Shareholder shall purchase such shares or other securities from such Co-Sale Rights Holder.

Appears in 2 contracts

Samples: Shareholders Agreement (Jinxin Technology Holding Co), Shareholders Agreement (Jinxin Technology Holding Co)

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Payment to Preferred Shareholders. The share certificate or certificates certificates, and an instrument of transfer duly executed by the participating Preferred Shareholder, that the Co-Sale Rights Holder participating Preferred Shareholder delivers to the Selling Shareholder pursuant to Section 4.4(b4.3(b) shall be transferred to the prospective purchaser in consummation of the sale of the Offered Shares pursuant to the terms and conditions specified in the First Transfer Notice, and the Selling Shareholder shall concurrently therewith remit to such Co-Sale Rights Holder Preferred Shareholder that portion of the sale proceeds to which such Co-Sale Rights Holder Preferred Shareholder is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibits such assignment or otherwise refuses to purchase any shares or other securities from a Co-Sale Rights Holder Preferred Shareholder exercising its co-sale right hereunder, the Selling Shareholder shall not sell to such prospective purchaser or purchasers any ROFR Ordinary Shares unless and until, simultaneously with such sale, the Selling Shareholder shall purchase such shares or other securities from such Co-Sale Rights HolderPreferred Shareholder.

Appears in 1 contract

Samples: Shareholders Agreement (Xueda Education Group)

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Payment to Preferred Shareholders. The share certificate or certificates that the Co-Sale Rights Holder participating Preferred Shareholder delivers to the Selling Shareholder pursuant to Section 4.4(b) shall be transferred to the prospective purchaser in consummation of the sale of the Offered Shares pursuant to the terms and conditions specified in the First Transfer Notice, and the Selling Shareholder shall concurrently therewith remit to such Co-Sale Rights Holder Preferred Shareholder that portion of the sale proceeds to which such Co-Sale Rights Holder Preferred Shareholder is entitled by reason of its participation in such sale. To the extent that any prospective purchaser or purchasers prohibits such assignment or otherwise refuses to purchase any shares or other securities from a Co-Sale Rights Holder Preferred Shareholder exercising its co-sale right hereunder, the Selling Shareholder shall not sell to such prospective purchaser or purchasers any ROFR Ordinary Shares unless and until, simultaneously with such sale, the Selling Shareholder shall purchase such shares or other securities from such Co-Sale Rights HolderPreferred Shareholder.

Appears in 1 contract

Samples: Amended and Restated Shareholders Agreement (GSX Techedu Inc.)

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