Drag-Along Transaction definition
Examples of Drag-Along Transaction in a sentence
Each Member hereby appoints the Dragging Member(s) as such ▇▇▇▇▇▇▇ Member’s attorney-in-fact to implement the sale of such Member’s Units in the event such Member is not available or refuses to cooperate in the Drag-Along Transaction in accordance with the terms of this Agreement.
Notwithstanding anything in this Agreement to the contrary in no event will any Member be required to indemnify any Person in an aggregate amount in excess of the net cash proceeds actually paid to and received by such Member in any Drag-Along Transaction, except in the case of such Member’s fraud or intentional misrepresentation.
For purposes of this Section 12.4, expenses incurred in exercising reasonable efforts to take all necessary actions in connection with the consummation of the Drag-Along Transaction will be deemed to be for the benefit of all Members.