Common use of Common Stock and Warrants Clause in Contracts

Common Stock and Warrants. (i) Prior to the third anniversary of the date hereof, a Management Stockholder may Transfer Common Stock only (A) if such Management Stockholder is exercising a Tag-along Right or a Warrant Tag-along Right initiated by Acquisition Company or, to the extent (ii) On or after the third anniversary of the date hereof, a Management Stockholder may Transfer Common Stock (A) to a Permitted Transferee or in connection with a Tag-along Right or Warrant Tag-along Right, or (B) if and to the extent such Transfer and all previous Transfers (other than Transfers described in clause (A)) in the aggregate equals an amount which is not greater than 25% of (1) the shares of Common Stock (including Common Stock underlying Existing Options) held by such Stockholder immediately after the Closing and (2) the shares of Common Stock acquired by such Stockholder after the Closing. Any Transfer permitted by this Section 4(a)(ii) (other than a Transfer to a Permitted Transferee) shall be subject to a Tag-along Right and the provisions of Section 6. (iii) At any time after the Closing, each of Acquisition Company and the Foundation may Transfer its Common Stock or Warrants, and any such Transfer (unless it is to a Permitted Transferee or made pursuant to a Tag-along Right or a Warrant Tag-along Right, as the case may be, or, in the case of the Foundation, pursuant to a Special Foundation Transfer or a Special Foundation Transfer Without Consideration) shall be subject only to a Tag-along Right or a Warrant Tag-along Right, as the case may be, and the provisions of Section 5.

Common Stock and Warrants. (i) Prior to the third anniversary of the date hereof, a Management Stockholder may Transfer Common Stock only (A) if such Management Stockholder is exercising a Tag-along Right or a Warrant Tag-along Right initiated by Acquisition Company or, to the extentextent that Acquisition Company exercises its Tag-along Rights or a Warrant Tag-along Right in connection with a Transfer initiated by the Foundation, or (B) pursuant to a Permitted Transfer. (ii) On or after the third anniversary of the date hereof, a Management Stockholder may Transfer Common Stock (A) to a Permitted Transferee or in connection with a Tag-along Right or Warrant Tag-along Right, or (B) if and to the extent such Transfer and all previous Transfers (other than Transfers described in clause (A)) in the aggregate equals an amount which is not greater than 25% of (1) the shares of Common Stock (including Common Stock underlying Existing Options) held by such Stockholder immediately after the Closing and (2) the shares of Common Stock acquired by such Stockholder after the Closing. Any Transfer permitted by this Section 4(a)(ii) (other than a Transfer to a Permitted Transferee) shall be subject to a Tag-along Right and the provisions of Section 6. (iii) At any time after the Closing, each of Acquisition Company and the Foundation may Transfer its Common Stock or Warrants, and any such Transfer (unless it is to a Permitted Transferee or made pursuant to a Tag-along Right or a Warrant Tag-along Right, as the case may be, or, in the case of the Foundation, pursuant to a Special Foundation Transfer or a Special Foundation Transfer Without Consideration) shall be subject only to a Tag-along Right or a Warrant Tag-along Right, as the case may be, and the provisions of Section 5.