Share Contribution. In connection with the Transaction, each Partyshall (i) contribute or cause to be contributed to Holdco the Rollover Shares held by him, her or it, or their respective Affiliates, in exchange for equity interests of Holdco, or (ii) have the Rollover Shares held by him, her or it or their respective Affiliates cancelled by surrender in connection with the Transaction, subject to the execution of the Merger Agreement and the satisfaction or waiver of the various conditions for closing the Transaction to be set forth in the Merger Agreement.
Appears in 3 contracts
Sources: Consortium Agreement (McGraw-Hill Global Education Intermediate Holdings, LLC), Consortium Agreement (Ding Shawn), Consortium Agreement (Huang Julia)