Common use of Drag-Along Notice Clause in Contracts

Drag-Along Notice. The Dragging Stockholder shall exercise its rights pursuant to this Section 3.05 by delivering a written notice (the "Drag-along Notice") to the Company and each Drag-along Stockholder no more than ten (10) days after the execution and delivery by all of the parties thereto of the definitive agreement entered into with respect to the Drag-along Sale and, in any event, no later than twenty (20) days prior to the closing date of such Drag-along Sale. The Drag-along Notice shall make reference to the Dragging Stockholders' rights and obligations hereunder and shall describe in reasonable detail: i. The name(s) of the Third Party Purchaser; ii. The proposed date, time and location of the closing of the Drag-along Sale; iii. The proposed amount of consideration in the Drag-along Sale, including, if applicable, the purchase price per share of each applicable class or series of Capital Stock (or applicable Stock Equivalents) to be sold and the other material terms and conditions of the Drag-along Sale; and iv. A copy of any form of agreement proposed to be executed in connection therewith.

Appears in 1 contract

Samples: Subscription Agreement

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Drag-Along Notice. The Dragging Stockholder shall exercise its rights pursuant to this Section 3.05 4.05 by delivering a written notice (the "Drag-along Notice") to the Company and each Drag-along Stockholder no more than ten (10) days Business Days after the execution and delivery by all of the parties thereto of the definitive agreement entered into a letter of intent, with respect to the Drag-along Sale anda sale contemplated by Section 4.05(b)(i), in any event, no later than twenty (20) days Business Days prior to the closing date of such Drag-along Sale. The Drag-along Notice shall make reference refer to the Dragging Stockholders' rights and obligations hereunder and shall describe in reasonable detail: i. (i) The name(s) of the Third Party Purchaser; (ii. ) The proposed date, time and location of the closing of the Drag-along Sale; (iii. ) The proposed amount of consideration in the Drag-along Sale, including, if applicable, the purchase price per share of each applicable class or series of Capital Stock (or applicable Stock Equivalents) to be sold and the other material terms and conditions of the Drag-along Sale; and (iv. ) A copy of any form of agreement proposed to be executed in connection therewith.

Appears in 1 contract

Samples: Stockholders Agreement (United Express Inc.)

Drag-Along Notice. The Dragging Stockholder shall exercise its rights pursuant to this Section 3.05 3.04 by delivering a written notice (the "Drag-along Notice") to the Company and each Drag-along Stockholder no more than ten (10) days Business Days after the execution and delivery by all of the parties thereto of the definitive agreement entered into with respect to the Drag-along Sale and, in any event, no later than twenty ten (2010) days Business Days prior to the closing date of such Drag-along Sale. The Drag-along Notice shall make reference to the Dragging Stockholders' rights and obligations hereunder and shall describe in reasonable detail: i. (i) The name(s) of the Third Party Purchaser; (ii. ) The proposed date, time and location of the closing of the Drag-along Sale; (iii. ) The proposed amount of consideration in the Drag-along Sale, including, if applicable, the purchase price per share of each applicable class or series of Capital Stock (or applicable Stock Equivalents) to be sold and the other material terms and conditions of the Drag-along Sale; and (iv. ) A copy summary of any form the material terms of the definitive agreement proposed to be executed in connection therewithgoverning the Drag-along Sale.

Appears in 1 contract

Samples: Stockholders Agreement (To the Stars Academy of Arts & Science Inc.)

Drag-Along Notice. The Dragging Stockholder shall exercise its rights pursuant to this Section 3.05 3.5 by delivering a written notice (the "Drag-along Notice") to the Company and each Drag-along Stockholder no more than ten (10) days 10 Business Days after the execution and delivery by all of the parties thereto of the definitive agreement entered into with respect to the Drag-along Sale and, in any event, no later than twenty (20) 20 days prior to the closing date of such Drag-along Sale. The Drag-along Notice shall make reference to the Dragging Stockholders' rights and obligations hereunder and shall describe in reasonable detail: i. (i) The name(s) of the Third Party Purchaser; (ii. ) The proposed date, time and location of the closing of the Drag-Drag- along Sale; (iii. ) The proposed amount of consideration in the Drag-along Sale, including, if applicable, the purchase price per share of each applicable class or series of Capital Stock (or applicable Stock Equivalents) to be sold and the other material terms and conditions of the Drag-along Sale; and (iv. ) A copy of any form of agreement proposed to be executed in connection therewith.

Appears in 1 contract

Samples: Stockholders Agreement

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Drag-Along Notice. The Dragging Stockholder shall exercise its rights pursuant to this Section 3.05 4.05 by delivering a written notice (the "Drag-along Notice") to the Company and each Drag-along Stockholder no more than ten (10) days Business Days after the execution and delivery by all of the parties thereto of the definitive agreement entered into with respect to the Drag-along Sale and, in any event, no later than twenty (20) days Business Days prior to the closing date of such Drag-along Sale. The Drag-along Notice shall make reference refer to the Dragging Stockholders' rights and obligations hereunder and shall describe in reasonable detail: i. (i) The name(sname (s) of the Third Party Purchaser; (ii. ) The proposed date, time and location of the closing of the Drag-along Sale; (iii. ) The proposed amount of consideration in the Drag-along Sale, including, if applicable, the purchase price per share of each applicable class or series of Capital Stock (or applicable Stock Equivalents) to be sold and the other material terms and conditions of the Drag-along Sale; and (iv. ) A copy of any form of agreement proposed to be executed in connection therewith.

Appears in 1 contract

Samples: Stockholders Agreement (Creatd, Inc.)

Drag-Along Notice. The Dragging Stockholder shall exercise its rights pursuant to this Section 3.05 4.05 by delivering a written notice (the "Drag-along Notice") to the Company and each Drag-along Stockholder no more than ten (10) days after the execution and delivery by all of the parties thereto of the definitive agreement entered into with respect to the Drag-along Sale and, in any event, no later than twenty (20) days prior to the closing date of such Drag-along Sale. The Drag-along Notice shall make reference to the Dragging Stockholders' rights and obligations hereunder and shall describe in reasonable detail: i. : (i) The name(s) of the Third Party Purchaser; ; (ii. ) The proposed date, time time, and location of the closing of the Drag-along Sale; ; (iii. ) The proposed amount of consideration in the Drag-along Sale, including, if applicable, the purchase price per share of each applicable class or series of Capital Stock (or applicable Stock Equivalents) to be sold and the other material terms and conditions of the Drag-along Sale; and and (iv. ) A copy of any form of agreement proposed to be executed in connection therewith.

Appears in 1 contract

Samples: Stockholders Agreement (Rad Technologies Inc.)

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