Non-Closing. If the Required Exit has not been completed by the earlier of: (a) the 45th day following the date of the Drag-Along Notice (or, where any anti-trust or regulatory conditions are required to be satisfied before the Required Exit can be completed, within 45 days of the long-stop date for the satisfaction of such conditions in the Required Exit documentation (as agreed between the Dragging Investors and the Drag-Along Purchaser)); and (b) the Fund Investor sending a notice to the Remaining Security Holders that the Required Exit will not be completed, the Drag-Along Notice shall cease to be of effect and each Remaining Security Holder shall be irrevocably released from such obligations under the Drag-Along Notice, the Fund Investor shall promptly return to each Remaining Security Holder all documents (if any) previously delivered by such Remaining Security Holder in respect of the Required Exit and the rights of the Fund Investor pursuant to this Schedule 3 and all the rights and restrictions on Transfer contained in this Agreement with respect to Securities held or owned by the Fund Investor and such Remaining Security Holders shall again be in effect. THIS DEED is made on [ ● ] SCHEDULE 4 DEED OF ADHERENCE BY [NAME] of [ADDRESS] (the “Proposed Security Holder”). SUPPLEMENTAL TO a Shareholders’ Agreement dated [ ● ] and made between, inter alios, (1) the Holding Companies and (2) the Fund Investor (as defined therein) as from time to time amended, varied, novated, supplemented or adhered to (the “Principal Agreement”) and in favour of (a) the original parties to the Principal Agreement and (b) any other person or persons who after the date of the Principal Agreement (and whether or not prior to or after the date of this Deed) adheres to the Principal Agreement (the “Continuing Parties”).
Non-Closing. If the Tag-Along Sale is not completed within the period set out in paragraph 3.1 above, the Permira Investor shall promptly return to each Tagging Security Holder all documents (if any) previously delivered by such Tagging Security Holder in respect of the Tag-Along Sale, and all the restrictions on Transfer contained in this Agreement with respect to Securities held or owned by the Permira Investor and such Tagging Security Holders shall again be in effect. Part B Drag-Along
Non-Closing. If the Transfer of the Tag-Along Securities is not completed in accordance with Part A of this Schedule 2, the Tag-Along Seller shall be prohibited from pursuing the Tag-Along Sale and shall promptly return to each Tagging Security Holder all documents (if any) previously delivered by such Tagging Security Holder in accordance with paragraph 4, and all the restrictions on Transfer (whether relating to Direct Transfers or Indirect Transfers) contained in this Agreement with respect to Securities held or owned by the Tag-Along Seller and such Tagging Security Holder shall again be in effect.
Non-Closing. If the Tag-Along Sale is not completed within the period set out in paragraph 3(a) above, the Fund Investor shall promptly return to each Tagging Security Holder all documents (if any) previously delivered by such Tagging Security Holder in respect of the Tag-Along Sale, and all the restrictions on Transfer contained in this Agreement with respect to Securities held or owned by the Fund Investor and such Tagging Security Holders shall again be in effect. Part 2 Drag-Along
Non-Closing. If the Tag-Along Sale is not completed within the period set out in paragraph 1.3(a) above, the Tag-Triggering Seller shall promptly return to each Tagging Security Holder all documents (if any) previously delivered by such Tagging Security Holder in respect of the Tag-Along Sale, and all the restrictions on Transfer contained in this Agreement with respect to Securities held or owned such Tagging Security Holder shall again be in effect.
