Along Rights definition

Along Rights. If Apollo proposes to sell 50% or more of its initial ownership or 50% or more of the outstanding capital stock of the Company, Apollo may require Shareholders to sell their pro rata portion of their shares (including requiring the exercise of Options held by Shareholders and the sale of such shares) on the same terms and conditions as Apollo as set forth in the drag-along notice. If the drag-along sale would include a prohibition on Shareholders from competing in any line of business or geographic area, the Shareholders shall not be required to sell to such third party, but shall be obligated to sell their pro rata portion directly to Apollo. The drag-along rights shall not apply to a sale to an affiliate of Apollo.
Along Rights. Securityholders will have the right to tag-along on a pro-rata basis (based on the number of Common Shares held by such person) in transfers by other securityholders of Common Shares aggregating in excess of one percent of the then outstanding Common Shares (other than transfers to permitted transferees, transfers pursuant to an underwritten public offering or transfers in the public securities market following the Issuer's initial public offering.)

Examples of Along Rights in a sentence

  • Tag Along Rights: If at any time during the subsistence of this Agreement, the Founder proposes to sell/transfer all or any of his shares in the Company to a third party, the Founder shall also offer to allow the Employee to participate in such sale on a pro rata basis on the same terms as the Founder.

  • The limitations on disposition of Ordinary Shares set forth herein shall not apply to the Bring Along Rights set forth in Article 21.

  • If the Xxxx Investors do not exercise their rights under this Section 6, any Transfer will be subject to Section 5 (Tag Along Rights).

  • QFMA defines Tag Along Rights as “the minority shareholders’ right to participate in a major sale of shares or a public offering and to sell their shares on the same terms and conditions”.

  • The Initiating Securityholder shall provide written notice to the other Selling Securityholder setting forth the consideration to be paid by the purchaser for the securities and the material terms of the sale within ten (10) business days after such Initiating Securityholder exercises the Drag Along Rights pursuant to Section 7.1 ("Drag Along Notice").

  • The exercise or non-exercise of the Tag Along Rights by LLCP with respect to any sale or transfer shall not affect adversely the right of LLCP to exercise the Tag Along Rights with respect to any subsequent sale or transfer.

  • If, upon the occurrence of a Participation Trigger, none of the Selling XxXxx Entities invoke their Drag Along Rights pursuant to Section 6.02, then before consummating the sale, each Stockholder shall have the right (subject to the regulatory approvals) ("Tag Along Right"), exercisable upon written notice to the Selling XxXxx Entities within 10 business days after the delivery of the Drag/Tag Notice, to participate in the Selling XxXxx Entities' Transfer of Drag/Tag Shares.

  • The Tag Along Rights provided herein shall only include the right to receive equivalent compensation as to price, exchange ratio or sale ratio, as agreed by Kingsland and NewCo with such third party.

  • Each Grantor and each Secured Party agree that the Term Loan Credit Agreement Agent shall act as agent for all Secured Parties with respect to all Drag Along Rights Agreements existing as of the date hereof.

  • Each party must use all reasonable endeavours (including in the case of AOF Beta only, and to the extent necessary, by exercising all Drag Along Rights available to it) to procure that each of the Conditions is satisfied as soon as reasonably practicable following the date of this deed and in any event before the Long Stop Date.

Related to Along Rights

  • Tag-Along Rights has the meaning set forth in Section 5.2.

  • Drag-Along Right has the meaning set forth in Section 8.6(a).

  • Tag-Along Right is defined in Section 4.7(c).

  • Mining Rights means all mining leases, prospecting licenses, reconnaissance licenses and other mining or mineral rights, all exploration, development, ingress, egress and access rights, and all other licences, Permits, consents, approvals and authorizations, in each case in respect of the Asanko Project;

  • Marketing Rights means promotional and advertising rights to photographs, video or film images, or other likenesses or images of the Athlete, Athlete’s image, voice, name, personality, likeness and fame gained in fencing as a member of the NSO National Team to promote the NSO and its high performance program and athletes, and includes all Athlete images whether captured in competition, training or in plain clothes, non- competition environments used in any media whatsoever (print, video, digital, social, etc.).

  • Voting Rights The portion of the voting rights of all of the Certificates which is allocated to any Certificate. As of any date of determination, (a) 1% of all Voting Rights shall be allocated to each Class of Notional Amount Certificates, if any (such Voting Rights to be allocated among the holders of Certificates of each such Class in accordance with their respective Percentage Interests), and (b) the remaining Voting Rights (or 100% of the Voting Rights if there is no Class of Notional Amount Certificates) shall be allocated among Holders of the remaining Classes of Certificates in proportion to the Certificate Balances of their respective Certificates on such date.

  • Servicing Rights Any and all of the following: (a) any and all rights to service the Mortgage Loans; (b) any payments to or monies received by the Seller for servicing the Mortgage Loans; (c) any late fees, penalties or similar payments with respect to the Mortgage Loans; (d) all agreements or documents creating, defining or evidencing any such servicing rights to the extent they relate to such servicing rights and all rights of the Seller thereunder; (e) Escrow Payments or other similar payments with respect to the Mortgage Loans and any amounts actually collected by the Seller with respect thereto; (f) all accounts and other rights to payment related to any of the property described in this paragraph; and (g) any and all documents, files, records, servicing files, servicing documents, servicing records, data tapes, computer records, or other information pertaining to the Mortgage Loans or pertaining to the past, present or prospective servicing of the Mortgage Loans.

  • Drag-Along Sellers shall have the meaning set forth in Section 4.2.1.

  • Tag-Along Shares has the meaning ascribed to such term in Section 4.4(a).

  • Drag-Along Sale has the meaning set forth in Section 3.03(a).

  • Expiring Rights means any rights, options or warrants to purchase Ordinary Shares or ADSs that expire on or prior to the Maturity Date.

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Drag-Along Notice has the meaning set forth in Section 4.05(a).

  • Tag-Along Portion means, with respect to you and your Permitted Transferees, the number of shares of Common Stock beneficially owned by you and your Permitted Transferees on the date of the Tag-Along Notice multiplied by a fraction, the numerator of which is the maximum number of shares of Common Stock which can be sold in the Tag-Along Sale and the denominator of which is the aggregate number of shares of Common Stock beneficially owned by the Participants, collectively.

  • Tag-Along Seller has the meaning set forth in Section 8.5(b).

  • Your Billing Rights Keep This Document for Future Use This notice tells you about your rights and our responsibilities under the Fair Credit Billing Act.

  • Limited rights means the rights to use, modify, reproduce, release, perform, display, or disclose technical data, in whole or in part, within the Government. The Government may not, without the written permission of the party asserting limited rights, release or disclose the technical data outside the Government, use the technical data for manufacture, or authorize the technical data to be used by another party, except that the Government may reproduce, release, or disclose such data or authorize the use or reproduction of the data by persons outside the Government if—

  • Drag-Along Transaction has the meaning set forth in Section 4(d)(i) of the Stockholder Agreement.

  • Membership Rights means all of the rights of a Member in the Company, including a Member’s: (a) Interest; (b) right to inspect the Company’s books and records; (c) right to participate in the management of and vote on matters coming before the Company; and (d) unless this Operating Agreement or the Certificate of Formation provide to the contrary, right to act as an agent of the Company.

  • Call Rights As defined in Section 9.01(f).

  • Green Tag Reporting Rights means the right of a purchaser of renewable energy to report ownership of accumulated “green tags” in compliance with and to the extent permitted by applicable Law and include, without limitation, rights under Section 1605(b) of the Energy Policy Act of 1992, and any present or future federal, state or local certification program or emissions trading program, including pursuant to the WREGIS Operating Rules.

  • Permitted Transfers has the meaning set forth in Section 4.2.17(d).

  • Tag-Along Offer has the meaning set forth in Section 8.5(b).

  • Tag-Along Sale has the meaning set forth in Section 3.04(a).

  • Non-transferability means the occurrence of any event that makes it impossible for the Issuer to deliver Renminbi between accounts inside Hong Kong or from an account inside Hong Kong to an account outside Hong Kong, other than where such impossibility is due solely to the failure of the Issuer to comply with any law, rule or regulation enacted by any Governmental Authority (unless such law, rule or regulation is enacted after the Issue Date and it is impossible for the Issuer, due to an event beyond its control, to comply with such law, rule or regulation).

  • RMB Non-Transferability means the occurrence of any event that makes it impossible for the Issuer to deliver RMB between accounts inside Hong Kong or from an account inside Hong Kong to an account outside Hong Kong (including where the RMB clearing and settlement system for participating banks in Hong Kong is disrupted or suspended), other than where such impossibility is due solely to the failure of the Issuer to comply with any law, rule or regulation enacted by any Governmental Authority (unless such law, rule or regulation is enacted after the Issue Date of the first Tranche of the relevant Series and it is impossible for the Issuer due to an event beyond its control, to comply with such law, rule or regulation);