Common use of Additional Compliance Clause in Contracts

Additional Compliance. If prior to consummation, the terms of the proposed Sale shall change with the result that the per share price to be paid in such proposed Sale shall be greater than the per share price set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall be materially more favorable to the Tag Along Sellers than those set forth in the Tag Along Notice, the Tag Along Notice shall be null and void, and it shall be necessary for a separate Tag Along Notice to be furnished, and the terms and provisions of this Section 4.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.1; provided, however, that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 and 4.

Appears in 2 contracts

Samples: Stockholders Agreement (UGS PLM Solutions Asia/Pacific INC), Investor Agreement (UGS PLM Solutions Asia/Pacific INC)

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Additional Compliance. If If, prior to consummation, the terms of the proposed Sale shall change with the result that the per share purchase price to be paid in such proposed Sale shall be greater than the per share purchase price set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall be materially more favorable favorable, in any material respect, to the Tag Along Sellers than those set forth in the Tag Along Notice, the Tag Along Notice shall be null and void, and it shall be necessary for a separate Tag Along Notice to be furnisheddelivered, and the terms and provisions of this Section 4.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.1; provided, however, that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 and 4.Tag Along Deadline shall be five (5)

Appears in 2 contracts

Samples: Shareholder Agreement (Travelport LTD), Restructuring Support Agreement (Travelport LTD)

Additional Compliance. If (a) prior to consummation, the terms of the proposed Sale shall change with the result that the per share price to be paid in such proposed Sale shall will be greater than the maximum per share price set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall will be materially more favorable to the Tag Along Sellers than those set forth in the Tag Along Notice, the Tag Along Notice shall will be null and void, and it shall will be necessary for a separate Tag Along Notice to be furnished, and the terms and provisions of this Section 4.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.1; provided, however, that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 and 4.

Appears in 1 contract

Samples: Stockholders Agreement (Panther Expedited Services, Inc.)

Additional Compliance. If If, prior to consummation, the terms of the proposed Sale shall change with the result that the per share Share price to be paid in such proposed Sale shall be greater than the maximum per share Share price set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall be materially more favorable to the Tag Along Initiating Transferor and the Participating Sellers than those set forth in the Tag Along Notice, the Tag Along Notice shall be null and void, and it shall be necessary for a separate Tag Along Notice to be furnished, and the terms and provisions of this Section 4.1 3.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.1; provided, however, that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 and 43.1.

Appears in 1 contract

Samples: Shareholders Agreement (Miami Cruiseline Services Holdings I B V)

Additional Compliance. If If, prior to consummation, the terms of --------------------- the proposed Sale shall change with the result that the per share price to be paid in such proposed Sale shall be greater than the maximum per share price set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall be materially more favorable to the Tag Along Sellers than those set forth in the Tag Along Notice, the Tag Along Notice shall be null and void, and it shall be necessary for a separate Tag Along Notice to be furnished, and the terms and provisions of this Section 4.1 3.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.13.1; provided, however, -------- ------- that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 3.1.1 and 43.1.2 shall be five business days.

Appears in 1 contract

Samples: Stockholders Agreement (Details Inc)

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Additional Compliance. If prior to consummation, the terms of the proposed Sale shall change with the result that the per share price to be paid in such proposed Sale shall be becomes greater than 110% of the price per share price of the applicable class set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall be are materially more favorable to the Tag Along Sellers than those set forth in the Tag Along Notice, then the Tag Along Notice shall will be null and void, and it shall be necessary for a separate Tag Along Notice to must be furnished, and the terms and provisions of this Section 4.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.1; provided, however, provided that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 and 4.

Appears in 1 contract

Samples: Stockholders' Agreement

Additional Compliance. If prior to consummation, the terms of the proposed Sale shall change with the result that the per share price to be paid in such proposed Sale shall be becomes greater than 110% of the per share price set forth in the Tag Along Notice or the other principal terms of such proposed Sale shall be are materially more favorable to the Tag Along Sellers than those set forth in the Tag Along Notice, then the Tag Along Notice shall will be null and void, and it shall be necessary for a separate Tag Along Notice to must be furnished, and the terms and provisions of this Section 4.1 separately complied with, in order to consummate such proposed Sale pursuant to this Section 4.1; provided, however, that in the case of such a separate Tag Along Notice, the applicable period to which reference is made in Sections 4.1.1 and 44.1.2 will be the greater of (a) five (5) business days and (b) the remaining period under the initial Tag Along Notice for such Sale.

Appears in 1 contract

Samples: Stockholders' Agreement (Signify Health, Inc.)

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