Tag Along Provisions. (a) If at any time any Partner alone or together with any other Partners (such Partner or Partners, "Tag-Along Sellers") propose to enter into an agreement (or substantially contemporaneous agreements, whether or not with the same or affiliated parties) to sell or otherwise dispose of for value to any Person or Group, other than, in each case, a Wholly Owned Affiliate of such Partner or Partners (a "Tag-Along Purchaser"), a Majority Interest in one or more related transactions (such sale or other disposition for value being referred to as a "Majority Tag-Along Sale"), then such Tag- Along Sellers shall afford each other Partner that owns any Unrestricted Units (each, individually, a "Tag-Along Partner" and, collectively, the "Tag-Along Partners") the opportunity to participate proportionately with respect to its Unrestricted Units in such Majority Tag-Along Sale in accordance with the provisions of this Section 9.08. If at any time any Tag-Along Sellers propose to enter into an agreement (or substantially contemporaneous agreements, whether or not with the same or affiliated parties) to sell or otherwise dispose of for value to any Tag-Along Purchaser a Qualifying Interest in one or more related transactions (such sale or other disposition for value being referred to as a "Qualifying Tag-Along Sale"), then such Tag-Along Sellers shall afford each of (i) JMB Partner (but only if (A) the Equity Interest of JMB Partner, as of the close of business on the day immediately prior to the Tag-Along Notice Date (as hereinafter defined) is at least 4% or (B) if less than 4%, such Equity Interest has fallen below 4% solely by reason of an issuance of Class A Units or Additional Equity Interests occurring after the date hereof) and (ii) each other Tag-Along Partner holding as of the close of business on the day immediately prior to the Tag-Along Notice Date Unrestricted Units representing at least 4% of the total Equity Interests then outstanding the opportunity to participate proportionately in such Qualifying Tag-Along Sale in accordance with the provisions of this Section 9.08; provided, however, that if any Partner shall have at any time exercised its tag-along rights pursuant to the provisions of this Section 9.08, such exercise(s) resulting in the sale or disposition of a portion, but not all, of such Partner's Unrestricted Units, such Partner shall thereafter continue to be entitled to exercise its tag- along rights with respect to its remaining Unrestricted Uni...
Tag Along Provisions. If at any time, and from time to time, prior to September 28, 2001 Buyer consummates an acquisition of shares of Class A Stock from other current Holders, Buyer will so notify IDT Investments in writing not later than two days after such acquisition, such notice to contain information regarding number of shares, price and other material terms of the transaction. IDT Investments then will have the option, exercisable within 30 days of its having received such written notice of such purchase, of notifying Buyer that it wishes to cause Buyer to purchase up to 5,000,000 shares of Class A Stock (or if Buyer has exercised its conversion rights under Section 6.4, then Common Stock) from it on the same terms and conditions as Buyer purchased shares of Class A Stock from such other Holder whereupon such purchase will be consummated as promptly as practicable following receipt of all required regulatory approvals.
Tag Along Provisions. 8.1 In the event that a Party (“Selling Party”) holds a majority of the common shares, serves a Selling Notice in connection with the same Outside Offer and if after the Outside Offer is served upon the Offeree Party in accordance with Clause 12.1, the Offeree Party decides that he wishes to sell his shares to the Outsider on the same terms and condition as contained in the Outside Offer, then the Selling Party shall not be entitled to sell, transfer or otherwise dispose of the Offered Shares unless the Outsider purchases at the same time and on the same terms and condition all of the Shares of the Offeree Party who so desires to sell his Shares.
Tag Along Provisions. 46. If a transaction involving the sale of Shares to a person, firm, partnership, association, or other entity that was not previously a Shareholder of the Corporation (a "Third Party") will result in the Third Party acquiring 50% or more of the Shares in the Corporation, the selling Shareholder or Shareholders ("Selling Shareholder") will not be entitled to sell the Shares unless the Third Party offers the following options to each remaining Shareholder ("Remaining Shareholder"):
Tag Along Provisions. 25 15. WARRANTS............................................................ 26 16.
Tag Along Provisions. 14.1 For the purposes of this Clause 14 -
Tag Along Provisions. (a) If at any time Xxxx shall receive and determine to accept any offer from any Person to purchase or otherwise transfer for value, in one transaction or a series of transactions, shares of Common Stock representing 30% or more of the Common Stock then owned by Xxxx (a "Tag-Along Sale"), then Xxxx shall afford the Saratoga Group the opportunity to participate in such Tag-Along Sale in the manner set forth in this Section 2.2.
Tag Along Provisions. (a) Subject to Section 2.6, any Transfer for value by SCF of Common Stock prior to an Initial Public Offering shall be subject to this Section 2.4 other than (i) any Transfer of shares of Common Stock that does not in the aggregate, when added to all other Transfers by SCF exempted from this Section 2.4 pursuant to this clause (i) since the date of this Agreement, represent more than 2% of the Fully-Diluted Common Stock as of the date of this Agreement (appropriately adjusted to give effect to any stock splits, stock dividends, combinations or reclassifications of the Common Stock), (ii) any Transfer pursuant to clause (e) of Section 2.2, (iii) any Transfer governed by the provisions of Section 2.5 or (iv) any Transfer in an Initial Public Offering (where the Non-SCF Shareholders are also entitled to Transfer shares of Common Stock in such Initial Public Offering on a pro rata basis in accordance with Section 3(a) of the Registration Rights Agreement). For purposes of this Section 2.4, the term “Common Stock” shall not include any Restricted Stock.
Tag Along Provisions. (a) If at any time Xxxx shall receive and determine to accept any offer from any Person to purchase or otherwise transfer for value, in one transaction or a series of related transactions, shares of Common Stock representing 50% or more of the Common Stock owned by Xxxx (a "Tag-Along Sale"), then Xxxx shall afford Northstar the opportunity to participate in such Tag-Along-Sale in the manner set forth in this Section 2.2.
Tag Along Provisions. To the extent Section 3.04(b) of the Agreement is applicable to any Class B Membership Interests Disposition, if the Tag Along PSP Seller provides a Tag Along Acceptance Notice in accordance with such Section 3.04(b), Panhandle B Member shall include the applicable Tagging Interests in such Class B Membership Interests Disposition in accordance with such Section 3.04(b) and will otherwise comply with the terms of such Section 3.04(b) as if it were applicable to Panhandle B Member as the seller of the Tag Along Sale Interests, mutatis mutandis.
