Common use of Tag Along Rights Drag Along Rights Clause in Contracts

Tag Along Rights Drag Along Rights. (a) In the event the Controlling Stockholders of the Company determine to dispose of all or a portion of their shares of Common Stock, with the result that they will no longer control the Company, then and in that event the Company shall give Ken x xotice (a "Tag-Along Notice") of such proposed sale (a "Tag-Along Sale") and the material terms of the Tag-Along Sale (the "Material Terms") no later than thirty (30) days prior to the consummation of the Tag-Along Sale. If, within twenty (20) days after a Tag-Along Notice is given to Ken (xx within ten (10) days after any notice of a change in the Material Terms is given to Ken), xhe Company receives from Ken x xritten request (a "Tag-Along Request") to include in the Tag-Along Sale any of the Restricted Shares held by him, such Restricted Shares (in the same proportion as the total number of shares of the Common Stock held by the Controlling Stockholders bears to the number of shares being sold by the Controlling Stockholders) shall be included in the Tag-Along Sale on the same terms and conditions and subject to the same obligations as the sale by the Controlling Stockholders, taking into account the proportionate ownership of the Controlling Stockholders and Ken. Xxe Company shall give Ken xxxmpt notice of any change in the Material Terms and, in such event, Ken xxxll have the opportunity, for a period of ten (10) days after such notice has been given, to submit a Tag-Along Request if Ken xxx not previously submit a Tag-Along Request or to withdraw or modify a Tag-Along Request previously made.

Appears in 1 contract

Samples: Stockholders' Agreement (CMP Media Inc)

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Tag Along Rights Drag Along Rights. (a) In the event the Controlling Stockholders of the Company determine to dispose of all or a portion of their shares of Common Stock, with the result that they will no longer control the Company, then and in that event the Company shall give Ken Michxxx x xotice (a "Tag-Along Notice") of such proposed sale (a "Tag-Along Sale") and the material terms of the Tag-Along Sale (the "Material Terms") no later than thirty (30) days prior to the consummation of the Tag-Along Sale. If, within twenty (20) days after a Tag-Along Notice is given to Ken Michxxx (xx within ten (10) days after any notice of a change in the Material Terms is given to KenMichxxx), xhe Company receives from Ken Michxxx x xritten request (a "Tag-Along Request") to include in the Tag-Along Sale any of the Restricted Option Shares held by him, such Restricted Option Shares (in the same proportion as the total number of shares of the Common Stock held by the Controlling Stockholders bears to the number of shares being sold by the Controlling Stockholders) shall be included in the Tag-Along Sale on the same terms and conditions and subject to the same obligations as the sale by the Controlling Stockholders, taking into account the proportionate ownership of the Controlling Stockholders and KenMichxxx. Xxe Company shall give Ken Michxxx xxxmpt notice 33 38 of any change in the Material Terms and, in such event, Ken Michxxx xxxll have the opportunity, for a period of ten (10) days after such notice has been given, to submit a Tag-Along Request if Ken Michxxx xxx not previously submit a Tag-Along Request or to withdraw or modify a Tag-Along Request previously made.

Appears in 1 contract

Samples: Option Agreement (CMP Media Inc)

Tag Along Rights Drag Along Rights. (a) In the event the Controlling Stockholders of the Company determine to dispose of all or a portion of their shares of Common Stock, with the result that they will no longer control the Company, then and in that event the Company shall give Ken Dan x xotice (a "Tag-Along Notice") of such proposed sale (a "Tag-Along Sale") and the material terms of the Tag-Along Sale (the "Material Terms") no later than thirty (30) days prior to the consummation of the Tag-Along Sale. If, within twenty (20) days after a Tag-Along Notice is given to Ken Dan (xx within ten (10) days after any notice of a change in the Material Terms is given to KenDan), xhe Company receives from Ken Dan x xritten request (a "Tag-Along Request") to include in the Tag-Along Sale any of the Restricted Shares held by him, such Restricted Shares (in the same proportion as the total number of shares of the Common Stock held by the Controlling Stockholders bears to the number of shares being sold by the Controlling Stockholders) shall be included in the Tag-Along Sale on the same terms and conditions and subject to the same obligations as the sale by the Controlling Stockholders, taking into account the proportionate ownership of the Controlling Stockholders and KenDan. Xxe Company shall give Ken Dan xxxmpt notice of any change in the Material Terms and, in such event, Ken Dan xxxll have the opportunity, for a period of ten (10) days after such notice has been given, to submit a Tag-Along Request if Ken xxx not previously submit a Tag-Along Request or to withdraw or modify a Tag-Along Request previously made.a

Appears in 1 contract

Samples: Stockholders' Agreement (CMP Media Inc)

Tag Along Rights Drag Along Rights. (a) In the event the Controlling Stockholders of the Company determine to dispose of all or a portion of their shares of Common Stock, with the result that they will no longer control the Company, then and in that event the Company shall give Ken Dan x xotice (a "Tag-Along Notice") of such proposed sale (a "Tag-Along Sale") and the material terms of the Tag-Along Sale (the "Material Terms") no later than thirty (30) days prior to the consummation of the Tag-Along Sale. If, within twenty (20) days after a Tag-Along Notice is given to Ken Dan (xx within ten (10) days after any notice of a change in the Material Terms is given to KenDan), xhe Company receives from Ken Dan x xritten request (a "Tag-Along Request") to include in the Tag-Along Sale any of the Restricted Option Shares held by him, such Restricted Option Shares (in the same proportion as the total number of shares of the Common Stock held by the Controlling Stockholders bears to the number of shares being sold by the Controlling Stockholders) shall be included in the Tag-Along Sale on the same terms and conditions and subject to the same obligations as the sale by the Controlling Stockholders, taking into account the proportionate ownership of the Controlling Stockholders and KenDan. Xxe Company shall give Ken Dan xxxmpt notice of any change in the Material Terms and, in such event, Ken Dan xxxll have the opportunity, for a period of ten (10) days after such notice has been given, to submit a Tag-Along Request if Ken Dan xxx not previously submit a Tag-Along Request or to withdraw or modify a Tag-Along Request previously made.

Appears in 1 contract

Samples: Option Agreement (CMP Media Inc)

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Tag Along Rights Drag Along Rights. (a) In the event the Controlling Stockholders of the Company determine to dispose of all or a portion of their shares of Common Stock, with the result that they will no longer control the Company, then and in that event the Company shall give Ken Michxxx x xotice (a "Tag-Along Notice") of such proposed sale (a "Tag-Along Sale") and the material terms of the Tag-Along Sale (the "Material Terms") no later than thirty (30) days prior to the consummation of the Tag-Along Sale. If, within twenty (20) days after a Tag-Along Notice is given to Ken Michxxx (xx within ten (10) days after any notice of a change in the Material Terms is given to KenMichxxx), xhe Company receives from Ken Michxxx x xritten request (a "Tag-Along Request") to include in the Tag-Along Sale any of the Restricted Shares held by him, such Restricted Shares (in the same proportion as the total number of shares of the Common Stock held by the Controlling Stockholders bears to the number of shares being sold by the Controlling Stockholders) shall be included in the Tag-Along Sale on the same terms and conditions and subject to the same obligations as the sale by the Controlling Stockholders, taking into account the proportionate ownership of the Controlling Stockholders and KenMichxxx. Xxe Company shall give Ken Michxxx xxxmpt notice of any change in the Material Terms and, in such event, Ken xxxll have the opportunity, for a period of ten (10) days after such notice has been given, to submit a Tag-Along Request if Ken xxx not previously submit a Tag-Along Request or to withdraw or modify a Tag-Along Request previously made.notice

Appears in 1 contract

Samples: Stockholders' Agreement (CMP Media Inc)

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