Co-Sale Rights. (a) MVII shall not Transfer in any one transaction or series of related transactions more than forty percent (40%) of the total number of Common Shares standing in its name as of the Second Closing Date unless the DSI Shareholders are permitted to sell a number of Common Shares owned by the DSI Group determined in accordance with Section 2.05(c) to the third-party offeror at the same price and on the same terms as the offer is proposed to be effected (a "Third-Party Offer") to MVII.
Appears in 5 contracts
Samples: Side Letter Agreement (Mvii LLC), Side Letter Agreement (Dsi Toys Inc), Shareholders' and Voting Agreement (Mvii LLC)
Co-Sale Rights. (a) MVII shall not Transfer in any one transaction or series of related transactions more than forty percent (40%) of the total number of Common Shares standing in its name as of the Second Closing Date date of this Agreement unless the DSI Shareholders are Xxxxxxx or any Permitted Transferee is permitted to sell a number of Common Shares owned by the DSI Group Xxxxxxx or any Permitted Transferee determined in accordance with Section 2.05(c2.04(c) to the third-party offeror at the same ---------------- price and on the same terms as the offer is proposed to be effected (a "Third-Party Offer") to MVII.
Appears in 1 contract
Samples: Shareholders' and Voting Agreement (Reiling Walter S & Reiling Susan)