co-saleagreement(編輯修改稿)
2024-12-13 22:06 本頁面
【文章內容簡介】 ipation Rights, the consummation of such sale shall be subject to the sale by BBB at the closing of all shares of Common Stock which BBB has elected to sell pursuant to the Participation Rights. Any proposed sale on terms and conditions materially different from those described in the Notice, as well as any subsequent proposed sale by CCC(sb), will again require pliance by CCC(sb) with the provisions of this Agreement. Termination. This Agreement and the Participation Rights granted hereunder shall terminate upon the first to occur of the following: (a) the tenth anniversary of the date of this Agreement?！ ?b) the execution of a written agreement to terminate this Agreement by CCC(sb) and BBB。 (c) the consummation of the first sale of securities of the Company to the public pursuant to an effective registration statement filed by the Company under the Securities Act of 1933, as amended。 (d) the first date on which BBB or any assignee to which such Participation Rights have been assigned pursuant to Section hereof (i) own Common Stock representing less than 10% of the number of shares of the Company’s Common Stock that would be outstanding if all then outstanding shares of the Company’s convertible preferred stock were then converted into shares of Common Stock or (ii) hold less than 50% of the number of such Common Stock equivalent shares as are issuable to BBB pursuant to the Principal Agreement or any Warrants issuable thereunder。 or (e) upon the closing of (i) any consolidation or merger of the Company with or into any other corporation or corporations in which the holders of the Company’s outstanding shares immediately before such consolidation or merger do not, immediately after such consolidation or merger, retain stock representing a majority of the voting power of the surviving corporation of such consolidation or merger or stock representing a majority of the voting power of a corporation that wholly owns, directly or indirectly, the surviving corporation of such consolidation or merger。 (ii) the sale, transfer or assignment of securities of the Company representing a majority of the voting power of all the Company’s outstanding voting securities by the holders thereof to an acquiring party in a single transaction or series of related transactions。 or (iii) the sale of all or substantially all the Company’s assets. 2. ASSIGNMENT OF PARTICIPATION
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