Common use of Rights to Participate in Transfer Clause in Contracts

Rights to Participate in Transfer. (a) If, after compliance with Section 12.2, any Members propose to Transfer Equity Units held by such Members to a third party in a bona fide sale representing at least fifty percent (50%) of the Equity Units held by all Members (a “Tag-Along Sale”), then each Member may elect at its option, to transfer its Tag-Along Portion in the manner provided in this Section 12.4. In the event of such a proposed Transfer, the prospective selling Members shall provide each other Member written notice of the terms and conditions of such proposed transfer (“Tag-Along Notice”) and offer each other Member the opportunity to participate in such sale. The Tag-Along Notice shall identify the number of Equity Units subject to the offer (the “Tag-Along Offer”), and the Tag-Along Portion of such other Member assuming that all other Members exercise their Tag-Along Rights, the consideration at which the Transfer is proposed to be made and all other material terms and conditions including copies of definitive agreements of the Tag-Along Offer, including the form of the proposed agreement, if any.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Energy Transfer Equity, L.P.), Limited Liability Company Agreement (Williams Companies Inc)

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Rights to Participate in Transfer. (a) If, after compliance with Section 12.2, any Members propose to Transfer Equity Units held by such Members to a third party Third Party in a bona fide sale representing at least fifty percent (50%) of the Equity Units held by all Members (a “Tag-Along Sale”), then each Member may elect at its option, to transfer its Tag-Along Portion in the manner provided in this Section 12.4. In the event of such a proposed Transfer, the prospective selling Members shall provide each other Member written notice of the terms and conditions of such proposed transfer (“Tag-Along Notice”) and offer each other Member the opportunity to participate in such sale. The Tag-Along Notice shall identify the number of Equity Units subject to the offer (the “Tag-Along Offer”), and the Tag-Along Portion of such other Member assuming that all other Members exercise their Tag-Along Rights, the consideration at which the Transfer is proposed to be made and all other material terms and conditions including copies of definitive agreements of the Tag-Along Offer, including the form of the proposed agreement, if any.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Enterprise GP Holdings L.P.), Limited Liability Company Agreement (Energy Transfer Equity, L.P.)

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Rights to Participate in Transfer. (a) If, after compliance with Section 12.2, any Members propose to Transfer Equity Units held by such Members to a third party in a bona fide sale representing at least fifty percent (50%) of the Equity Units held by all Members (a “Tag-Along Sale”), then each Member may elect at its option, to transfer its Tag-Along Portion in the manner provided in this Section 12.4. In the event of such a proposed Transfer, the prospective selling Members shall provide each other Member written notice of the terms and conditions of such proposed transfer (“Tag-Along Notice”) and offer each other Member the opportunity to participate in such sale. The Tag-Along Notice shall identify the number of Equity Units subject to the offer (the “Tag-Along Offer”), and the Tag-Tag- Along Portion of such other Member assuming that all other Members exercise their Tag-Along Rights, the consideration at which the Transfer is proposed to be made and all other material terms and conditions including copies of definitive agreements of the Tag-Tag- Along Offer, including the form of the proposed agreement, if any.

Appears in 1 contract

Samples: Agreement and Plan of Merger

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