Common use of Drag-Along Notice Clause in Contracts

Drag-Along Notice. Prior to making any Approved Sale in which the Drag-Along Shareholders wish to exercise their rights under Section 5, the Drag-Along Shareholders shall provide the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed closing date of the Approved Sale (the “Approved Sale Date”). The Drag-Along Notice shall set forth: (a) the name and address of the Potential Purchaser; (b) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by the Potential Purchaser; (c) the Approved Sale Date; (d) the number of Shares held of record by the Drag-Along Shareholders on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed of by the Drag-Along Shareholders; and (e) the number of Shares of the Dragged Shareholders to be included in the Approved Sale.

Appears in 2 contracts

Samples: Shareholders’ Agreement (Bilibili Inc.), Shareholders’ Agreement (Bilibili Inc.)

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Drag-Along Notice. Prior to making any Approved Drag-Along Sale in which the Drag-Drag- Along Shareholders wish Shareholder wishes to exercise their rights under this Section 512, the Drag-Along Shareholders Shareholder shall provide the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed closing date of the Approved Drag-Along Sale (the “Approved Drag-Along Sale Date”). The Drag-Along Notice shall set forth: (a) the name and address of the Potential Purchaserpurchasers; (b) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by each of the Potential Purchaserpurchasers; (c) the Approved Drag-Along Sale Date; (d) the number of Shares shares held of record by the Drag-Along Shareholders Shareholder on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed of by the Drag-Along ShareholdersShareholder; and (e) the number of Shares shares of the Dragged Shareholders to be included in the Approved Drag-Along Sale.

Appears in 2 contracts

Samples: Shareholders’ Agreement (CooTek(Cayman)Inc.), Shareholders’ Agreement (CooTek(Cayman)Inc.)

Drag-Along Notice. Prior to making any Approved Sale in which the Drag-Along Shareholders wish Holder wishes to exercise their rights its right under this Section 55 of Schedule 1, the Drag-Along Shareholders Holder shall provide the Company and the Dragged Shareholders Holders with written notice (the “Drag-Along Notice”) not less than at least thirty (30) days prior to the proposed closing date of the Approved Sale (the “Approved Sale Date”). The Drag-Along Notice shall set forth: forth (ai) the name and address of the Potential Purchaser; (bii) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by the Potential Purchaser; (ciii) the Approved Sale Date; (div) the number of Shares units of the Registered Capital held of record by the Drag-Along Shareholders Holder on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed dispose of by the Drag-Along ShareholdersHolder; and (ev) the number of Shares units of the Registered Capital held of record by the Dragged Shareholders Holders to be included in the Approved Sale.

Appears in 2 contracts

Samples: Share Purchase and Shareholders Agreement (Arteris, Inc.), Share Purchase and Shareholders Agreement (Arteris, Inc.)

Drag-Along Notice. Prior to making any Approved Sale in which the Drag-Along Shareholders wish Shareholder wishes to exercise their its rights under this Section 5, the Drag-Along Shareholders shall provide the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed closing date of the Approved Sale (the “Approved Sale Date”). The Drag-Along Notice shall set forth: (a) the name and address of the Potential Purchaser; (b) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by the Potential Purchaser; (c) the Approved Sale Date; (d) the number of Shares held of on record by the Drag-Along Shareholders Shareholder on the date of the Drag-Along Notice which (if applicable) form the subject to be transferred, sold or otherwise disposed of by the Drag-Along ShareholdersShareholder; and (e) the number of Shares of the Dragged Shareholders to be included in the Approved SaleSale (if applicable).

Appears in 1 contract

Samples: Shareholders’ Agreement (Q&K INTERNATIONAL GROUP LTD)

Drag-Along Notice. Prior to making any Approved Drag-Along Sale in which the Drag-Along Shareholders wish to exercise their rights under this Section 56, the Drag-Along Shareholders shall provide the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed closing date of the Approved Drag-Along Sale (the “Approved Drag-Along Sale Date”). The Drag-Along Notice shall set forth: (a) the name and address of the Potential Purchaserpurchasers; (b) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by each of the Potential Purchaserpurchasers; (c) the Approved Drag-Along Sale Date; (d) the number of Shares shares held of record by the Drag-Along Shareholders on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed of by the Drag-Along Shareholders; and (e) the number of Shares shares of the Dragged Shareholders to be included in the Approved Drag-Along Sale.

Appears in 1 contract

Samples: Voting Agreement (BioPharmX Corp)

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Drag-Along Notice. Prior to making any Approved Drag-Along Sale in which the Drag-Along Shareholders wish to exercise their rights under this Section 56, the Drag-Along Shareholders shall provide the Board, the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed closing date of the Approved Drag-Along Sale (the “Approved Drag-Along Sale Date”). The Drag-Along Notice shall set forth: (ai) the name and address of the Potential Purchaserproposed purchasers; (bii) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by each of the Potential Purchaserpurchasers; (ciii) the Approved Drag-Along Sale Date; (div) the number of Shares shares held of record by the Drag-Along Shareholders on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed of by the Drag-Along Shareholders; (v) the nature and the structure of the Drag-Along Sale, and (evi) the number of Shares shares of the Dragged Shareholders to be included in the Approved SaleDrag-Along Sale (if any).

Appears in 1 contract

Samples: Shareholders Agreement (iDreamSky Technology LTD)

Drag-Along Notice. Prior to making any Approved Sale in which the Drag-Along Shareholders wish to exercise their rights under Section 5, the Drag-Along Shareholders shall provide the Company and the Dragged Shareholders with written notice (the “Drag-Along Notice”) not less than thirty (30) days prior to the proposed closing date of the Approved Sale (the “Approved Sale Date”). The Drag-Along Notice shall set forth: (a) the name and address of the Potential Purchaser; (b) the proposed amount and form of consideration to be paid, and the terms and conditions of payment offered by the Potential Purchaser; (c) the Approved Sale Date; (d) the number of Shares shares held of record by the Drag-Along Shareholders on the date of the Drag-Along Notice which form the subject to be transferred, sold or otherwise disposed of by the Drag-Along Shareholders; and (e) the number of Shares shares of the Dragged Shareholders to be included in the Approved Sale.

Appears in 1 contract

Samples: Shareholders’ Agreement (Aurora Mobile LTD)

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