Common use of Tag-Along Rights on Transfers Clause in Contracts

Tag-Along Rights on Transfers. The Company acknowledges that, except as otherwise provided in this Agreement, the Holders shall have the "tag along" rights set forth in Section 3 of the Shareholders' Agreement, dated as of October 31, 1997 (the "THL SHAREHOLDERS' AGREEMENT"), by and among the Company, Xxxx Xxxxxxxx, Xxxxxx X. Xxx Equity Partners, L.P., THL-CCI Limited Partnership and those Persons listed as Shareholders on the counterpart signature pages thereto (the "SHAREHOLDERS"), which Section 3 shall apply to each Holder of any Warrant or Warrant Share as if such Holder were a "Shareholder" thereunder and as if such Warrants or Warrant Shares were "Shares" thereunder; PROVIDED that all other defined terms applicable to such "tag along" rights shall have the meanings ascribed to them under the THL Shareholders' Agreement; and PROVIDED, FURTHER that the Holders shall have such "tag along" rights until consummation of the Company's Initial Public Offering or the earlier termination of this Agreement in accordance herewith.

Appears in 2 contracts

Samples: Senior Subordinated Note Purchase Agreement (New York Restaurant Group Inc), Senior Subordinated Note Purchase Agreement (Smith & Wollensky Restaurant Group Inc)

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Tag-Along Rights on Transfers. The Company acknowledges that, except as otherwise provided in this Agreement, the Holders shall have the "tag along" rights set forth in Section 3 of the Shareholders' Agreement, dated as of October 31, 1997 (the "THL SHAREHOLDERSShareholders' AGREEMENTAgreement"), by and among the Company, Xxxx Xxxxxxxx, Xxxxxx X. Xxx Equity Partners, L.P., THL-CCI Limited Partnership and those Persons listed as Shareholders on the counterpart signature pages thereto (the "SHAREHOLDERSShareholders"), which Section 3 shall apply to each Holder of any Warrant or Warrant Share as if such Holder were a "Shareholder" thereunder and as if such Warrants or Warrant Shares were "Shares" thereunder; PROVIDED provided that all other defined terms applicable to such "tag along" rights shall have the meanings ascribed to them under the THL Shareholders' Agreement; and PROVIDEDprovided, FURTHER further that the Holders shall have such "tag along" rights until consummation of the Company's Initial Public Offering or the earlier termination of this Agreement in accordance herewith.

Appears in 2 contracts

Samples: Senior Subordinated Note Purchase Agreement (Smith & Wollensky Restaurant Group Inc), Senior Subordinated Note Purchase Agreement (New York Restaurant Group Inc)

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