Common use of Right of Co-Sale Clause in Contracts

Right of Co-Sale. (a) In the event the Company and the Investors fail to exercise their respective rights to purchase at least ninety percent (90%) of the Selling Stockholder Shares subject to Sections 6.2 and 6.3 hereof, following the exercise or expiration of the rights of purchase set forth in Sections 6.2 and 6.3, then the Selling Stockholder shall deliver to the Company, each Investor and UFRF written notice (the “Co-Sale Notice”) that each Investor shall have the right, exercisable upon written notice to such Selling Stockholder with a copy to the Company within fifteen (15) days after receipt of the Co-Sale Notice, to participate in such Transfer of Selling Stockholder Shares on the same terms and conditions. Such notice shall indicate the number of Shares up to that number of shares determined under Section 6.4(b) such Investor or UFRF wishes to sell under his, her or its right to participate (the “Investor Shares”). To the extent one or more of the Investors or UFRF exercise such right of participation in accordance with the terms and conditions set forth below, the number of shares of Selling Stockholder Shares that such Selling Stockholder may sell in the transaction shall be correspondingly reduced.

Right of Co-Sale. (a) In the event the Company and the Investors fail to exercise their respective rights to purchase at least ninety percent (90%) all of the Selling Stockholder Shares subject to Sections 6.2 5.2 and 6.3 5.3 hereof, following the exercise or expiration of the rights of purchase set forth in Sections 6.2 Section 5.2 and 6.35.3, then the Selling Stockholder shall deliver to the Company, Company and each Investor and UFRF written notice (the “Co-Sale Notice”) that each Investor shall have the right, exercisable upon written notice to such Selling Stockholder with a copy to the Company within fifteen (15) 15 days after receipt of the Co-Sale Notice, to participate in such Transfer transfer of Selling Stockholder Shares on the same terms and conditions. Such notice shall indicate the number of Shares shares of Investor Stock up to that number of shares determined under Section 6.4(b5.4(b) such Investor or UFRF wishes to sell under his, her or its right to participate (the “Investor Shares”)participate. To the extent one or more of the Investors or UFRF exercise such right of participation in accordance with the terms and conditions set forth below, the number of shares of Selling Stockholder Shares that such Selling Stockholder may sell in the transaction shall be correspondingly reduced.

Right of Co-Sale. (a) In the event the Company and and/or the Investors fail to do not exercise their respective rights to purchase at least ninety percent (90%) all, but not less than all, of the Selling Stockholder Shares Founder Stock or Principal Shareholder Stock subject to Sections 6.2 and 6.3 2.2 or 2.3 hereof, following the exercise or expiration of the rights of purchase set forth in Sections 6.2 2.2 and 6.32.3, then the Selling Stockholder Founder or Principal Shareholder shall deliver to the Company, Company and each Investor and UFRF written notice (the “Co-Sale Notice”) that each Investor shall have the right, exercisable upon written notice to such Selling Stockholder with a copy to the Company Founder or Principal Shareholder within fifteen (15) days after receipt of the Co-Sale Notice, to participate in such Transfer of Selling Stockholder Shares Common Stock on the same terms and conditionsconditions as such Founder or Principal Shareholder. Such notice shall indicate the number of Shares up to that number shares of shares determined under Section 6.4(b) Investor Stock such Investor or UFRF wishes to sell under his, his or her or its right to participate (the “Investor Shares”)participate. To the extent one or more of the Investors or UFRF exercise such right of participation in accordance with the terms and conditions set forth below, the number of shares of Selling Stockholder Shares Founder Stock or Principal Shareholder Stock that such Selling Stockholder Founder or Principal Shareholder may sell in the transaction shall be correspondingly reduced.

Right of Co-Sale. (a) In Subject to Clause 6.1 above, in the event that any of the Founding Shareholders that holds 2% or more of the issued capital of the Company and (the Investors fail "SELLING FOUNDING SHAREHOLDER") proposes to exercise their respective rights to purchase at least ninety percent (90%) sell all or a portion of the Selling Stockholder Shares subject to Sections 6.2 and 6.3 hereof, following the exercise or expiration of the rights of purchase set forth in Sections 6.2 and 6.3, then the Selling Stockholder shall deliver to the Companyits Ordinary Shares, each Investor and UFRF written notice (and/or Brightpoint that does not exercise its right of purchase under the “Co-Sale Notice”) that each Investor right of first offer pursuant to Clause 6.1 shall have the right, exercisable upon written notice to such Selling Stockholder with a copy to the Company within fifteen (15) days after receipt of the Co-Sale Notice, right to participate in such Transfer of Selling Stockholder Shares sale on the same terms and conditionsconditions as specified in the Transfer Notice. Such Investor and/or Brightpoint (a "PARTICIPATING SHAREHOLDER") shall exercise this right of co-sale, if at all, by written notice shall indicate to the Selling Founding Shareholders to be given within fourteen (14) Business Days of the Transfer Notice indicating the number of Ordinary or Preference Shares up to or Warrants that number of shares determined under Section 6.4(b) such Investor or UFRF the Participating Shareholder wishes to sell under his, her or its right to participate (the “Investor Shares”)participate, subject to Clause 6.2(b) below. To the extent one or more of the Investors or UFRF exercise such right of participation in accordance with the terms and conditions set forth below, the number of shares of Selling Stockholder Ordinary Shares that such the Selling Stockholder Founding Shareholder may sell in the transaction shall be correspondingly reduced.

Right of Co-Sale. (a) In the event the Company and and/or the Investors Non-Selling Stockholders fail to exercise their respective rights to purchase at least ninety percent (90%) all of the Selling Stockholder Shares Capital Stock subject to Sections 6.2 and 6.3 5.2 and/or 5.3 hereof, then following the exercise or expiration of the rights of purchase set forth in Sections 6.2 5.2 and 6.35.3, then the Selling selling Stockholder shall deliver to the Company, Company and each Investor and UFRF Non-Selling Stockholder written notice (the “Selling Stockholder Co-Sale Notice”) that each Investor Non-Selling Stockholder shall have the right, exercisable upon written notice to such Selling Stockholder with a copy to the Company within fifteen ten (1510) days after receipt of the Selling Stockholder Co-Sale Notice, to participate in such Transfer of Selling Stockholder Shares Capital Stock on the same terms and conditions. Such notice shall indicate the number of Shares shares of Capital Stock up to that number of shares determined under Section 6.4(b5.4(b) such Investor or UFRF that the Non-Selling Stockholder wishes to sell under his, her or its right to participate (the “Investor Shares”)participate. To the extent that one or more of the Investors or UFRF Non-Selling Stockholders exercise such right of participation in accordance with the terms and conditions set forth below, the number of shares of Selling Stockholder Shares Capital Stock that such Selling the selling Stockholder may sell in the transaction shall be correspondingly reduced.