A Tag Sample Clauses

A Tag. Along Notice shall be irrevocable once delivered to the Tag Transferees by the Selling Shareholder, unless there are any changes in the terms and conditions of the Proposed Transfer (“Tag-Along Offer Change”), whether in respect of the terms and conditions (including price) thereof, the identity of the Proposed Transferee, or otherwise. In such an event, the Selling Shareholder shall deliver a notice in writing as soon as practicable of the Tag-Along Offer Change to the Tag Transferees.
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A Tag. Along Offeree may exercise its Tag-Along Rights by delivering written notice of such exercise (the “Tag-Along Exercise Notice”) to the Selling Shareholder, by the expiration of the applicable Exercise Period in respect of such Transfer.
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A Tag. Along Beneficiary may, upon receipt of and within the acceptance period set out in the Tag-Along Offer, accept such Tag-Along Offer by notice in writing (“Tag- Along Acceptance Notice”) to the Transferring Shareholder indicating its wish to participate in such sale and the proportion of its Shares (held directly or indirectly) it desires to Transfer, which shall not exceed the Tag-Along Percentage (collectively, the “Tagging Securities”). For the avoidance of doubt, if a Tag-Along Beneficiary fails to deliver a Tag-Along Acceptance Notice during such acceptance period, such Tag- Along Beneficiary shall be deemed to have declined the Tag-Along Offer.‌
Sample 1

Related to A Tag

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  • Class Notice The Settling Parties have presented to the Court proposed forms of Settlement Notice, which are appended hereto as Exhibit 3 and Exhibit 4, respectively. A. The Court finds that the proposed forms and the website referenced in the Settlement Notice fairly and adequately: i. Describe the terms and effect of the Settlement Agreement and of the Settlement; ii. Notify the Settlement Class concerning the proposed Plan of Allocation; iii. Notify the Settlement Class that Class Counsel will seek compensation from the Settlement Fund for the Class Representatives, Attorneys’ Fees and Costs; iv. Notify the Settlement Class that Administrative Expenses related to the implementation of the Settlement will be paid from the Settlement Fund; v. Give notice to the Settlement Class of the time and place of the Fairness Hearing; and vi. Describe how the recipients of the Class Notice may object to any of the relief requested and the rights of the Settling Parties to discovery concerning such objections. B. The Settling Parties have proposed the following manner of communicating the notice to Class Members: the Settlement Administrator shall, by no later than sixty (60) days before the Fairness Hearing, cause the Settlement Notices, with such non- substantive modifications thereto as may be agreed upon by the Settling Parties, to be sent by electronic mail to all Class Members for whom the Settlement Administrator is provided a current email address and mailed, by first-class mail, postage prepaid, to the last known address of each member of the Settlement Class for whom there is no current email address that can be identified through commercially reasonable means. The Court finds that such proposed manner is the best notice practicable under the circumstances and directs that the Settlement Administrator provide notice to the Settlement Class in the manner described. Defendants shall cooperate with the Settlement Administrator by providing or facilitating the provision of, in electronic format, the names, addresses, email addresses (to the extent available), and social security numbers or other unique identifiers of members of the Settlement Class. The names, addresses, email addresses (to the extent available), and social security numbers or other unique identifiers obtained pursuant to this Order shall be used solely for the purpose of providing notice of this settlement and as required for purposes of tax withholding and reporting, and for no other purpose. C. For any Settlement Notice returned as undeliverable, the Settlement Administrator shall utilize the provided social security number or other unique identifier to attempt to determine the current address of the person and shall mail notice to that address. D. At or before the Fairness Hearing, Class Counsel or the Settlement Administrator shall file with the Court a proof of timely compliance with the foregoing requirements. E. The Court directs Class Counsel, no later than sixty (60) days before the Fairness Hearing, to cause the Settlement Notice to be published on the Settlement Website.

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