Common use of Participation in the Transaction Clause in Contracts

Participation in the Transaction. (a) The Consortium Members agree to participate in the Transaction on the terms of this Agreement. (b) In connection with the Transaction, each Consortium Member (other than the Sponsor) agrees to either (i) transfer, contribute and deliver, and cause its affiliates to transfer, contribute and deliver, the Shares beneficially owned (as determined pursuant to Rule 13d-3 under the Exchange Act) by such Consortium Member or its affiliates (“Shareholder Shares”) to Parent in exchange for equity of Parent or (ii) have the Shareholder Shares held by such Consortium Member or its affiliates cancelled in connection with the Transaction.

Participation in the Transaction. (a) The Consortium Members agree to participate in the Transaction on the terms of this Agreement. (b) In connection with the Transaction, each Consortium Member (other than the Sponsor) agrees to either (i) transfer, contribute and deliver, and cause its affiliates to transfer, contribute and deliver, the Shares beneficially owned (as determined pursuant to Rule 13d-3 under the Exchange Act) by such Consortium Member or its affiliates (“Shareholder Shares”) to Parent in exchange for equity of Parent or (ii) have the Shareholder Shares held by such Consortium Member or its affiliates cancelled in connection with the Transaction.