Drag Rights definition

Drag Rights means the rights set out in article 21 of the Articles (as may be varied, supplemented, amended or replaced by similar compulsory transfer provisions from time to time);
Drag Rights has the meaning given in clause 8.1;
Drag Rights has the meaning set forth in the Recitals. Employee Benefit Plan means any “employee benefit plan” as defined in Section 3(3) of ERISA (whether or not subject to ERISA) and each other plan, policy, program, practice, or Contract (whether written or oral) providing compensation or other benefits to any current or former director, officer, manager, employee or consultant (or to any dependent or beneficiary thereof) of any of the Companies or any ERISA Affiliate, which is or has been maintained, sponsored or contributed to by any of the Companies or any ERISA Affiliate, or under which any of the Companies or any ERISA Affiliate has or may have any obligation or liability, whether actual or contingent, including, without limitation, all incentive, bonus, employment, consulting, deferred compensation, severance, change in control, retirement, vacation, holiday, fringe benefit, cafeteria, medical, disability, stock purchase, sick leave, stock option, stock appreciation, phantom stock, restricted stock or other equity-based compensation plans, policies, programs, practices or arrangements. Encumbrance means any charge, claim, community property interest, pledge, hypothecation, condition, equitable interest, lien (statutory or other), option, security interest, defect of title, mortgage, deed of trust, easement, encroachment, reservation, right of way, right of first refusal, adverse right or interest, or restriction of any kind, including any restriction on use, voting, transfer, receipt of income or exercise of any other attribute of ownership, or other encumbrance (including any conditional sale or other title retention agreement and any lease having substantially the same effect as any of the foregoing and any assignment or deposit arrangement in the nature of a security device). Environmental Claim means any Action, Governmental Order, lien, fine, penalty, or, as to each, any settlement or judgment arising therefrom, by or from any Person alleging liability of whatever kind or nature (including liability or responsibility for the costs of enforcement proceedings, investigations, cleanup, governmental response, removal or remediation, natural resources damages, property damages, personal injuries, medical monitoring, penalties, contribution, indemnification and injunctive relief) arising out of, based on or resulting from: (a) the presence, Release of, or exposure to, any Hazardous Materials; or (b) any actual or alleged non-compliance with any Environmental L...

Examples of Drag Rights in a sentence

  • The NCS Drag Rights are further detailed in the Reorganized Parent Organizational Documents.

  • Each Party acknowledges that the Drag Rights, Co-Sale Rights and the Tag Rights may result in a transfer of Shares or other Relevant Securities held by it and agrees and approves the application of the Drag Rights, Co-Sale Rights and Tag Rights in accordance with their terms.

  • Notwithstanding anything in this Agreement or any other agreement between the Company and GGB, GGB agrees that the Transferors, the Company, and/or any of their representatives may disclose any information or documents related to this Agreement where such disclosure is reasonably necessary to in order for the Company to enforce the Drag Rights contained in the Operating Agreement.

  • We focus on these legislated tax expenditures and the growing elderly population with respect to income, sales, and property taxes below.

  • Prior to Closing, the Company and the Controlling Members shall take all steps necessary to effect the Drag Rights in accordance with Section 5.4(c) of the Operating Agreement and applicable Law.

  • If Clearwire does not invoke its Drag Rights, within fifteen (15) days of the Drag Notice, then any Member may, if it so chooses, participate with Clearwire with respect to such transfer by providing written notice of its intention to do so (the "Tag Notice").

  • The lease also contains a renewal option for an additional five years.42 West, LLCNotes to Financial Statements The Company is obligated under an operating lease agreement for office space in California, expiring in December 2021.

  • Within ten (10) days of the Drag Notice, Clearwire shall have the ability to require all other Members to transfer their pro rata shares of their Units or Interests to the potential buyer at the same price and upon the same terms and conditions as Clearwire is transferring its Units or Interest (the "Drag Rights").


More Definitions of Drag Rights

Drag Rights is defined in Section 7.2.

Related to Drag Rights

  • Drag-Along Right has the meaning set forth in Section 8.6(a).

  • Dissent Rights means the rights of dissent in respect of the Arrangement described in the Plan of Arrangement;

  • Drag-Along Sellers shall have the meaning set forth in Section 4.2.1.

  • Tag-Along Rights has the meaning set forth in Section 5.2.

  • Mining Rights means, without limitation, freehold title, fee title, leases, concessions, patented mining claims and millsites, unpatented mining claims and millsites, prospecting and exploration rights, mining and mineral rights, in respect of the Material Properties, or other conventional property or proprietary interests or rights, recognized in the jurisdiction in which the Material Properties are located.

  • Voting Rights The portion of the voting rights of all of the Certificates which is allocated to any Certificate. As of any date of determination, (a) 1% of all Voting Rights shall be allocated to each Class of Notional Amount Certificates, if any (such Voting Rights to be allocated among the holders of Certificates of each such Class in accordance with their respective Percentage Interests), and (b) the remaining Voting Rights (or 100% of the Voting Rights if there is no Class of Notional Amount Certificates) shall be allocated among Holders of the remaining Classes of Certificates in proportion to the Certificate Balances of their respective Certificates on such date.

  • Preemptive Rights is defined in Section 4.8(b).

  • Membership Rights means all of the rights of a Member in the Company, including a Member’s: (a) Interest; (b) right to inspect the Company’s books and records; (c) right to participate in the management of and vote on matters coming before the Company; and (d) unless this Operating Agreement or the Certificate of Formation provide to the contrary, right to act as an agent of the Company.

  • First Refusal Right means the right granted to the Corporation in accordance with Article E.

  • Registration Rights means the rights of the Holders to cause the Company to Register Registrable Securities pursuant to this Agreement.

  • Special declarant rights means rights reserved for the benefit of a declarant to:

  • Limited rights means the rights to use, modify, reproduce, release, perform, display, or disclose technical data, in whole or in part, within the Government. The Government may not, without the written permission of the party asserting limited rights, release or disclose the technical data outside the Government, use the technical data for manufacture, or authorize the technical data to be used by another party, except that the Government may reproduce, release, or disclose such data or authorize the use or reproduction of the data by persons outside the Government if—

  • Other Shares means at any time those shares of Common Stock which do not constitute Primary Shares or Registrable Shares.

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Tag-Along Right shall have the meaning set forth in Section 4.2.

  • Call Rights As defined in Section 9.01(f).

  • Drag-Along Transaction has the meaning set forth in Section 4(d)(i) of the Stockholder Agreement.

  • Secondary Refusal Right means the right, but not an obligation, of each Investor to purchase up to its pro rata portion (based upon the total number of shares of Capital Stock then held by all Investors) of any Transfer Stock not purchased pursuant to the Right of First Refusal, on the terms and conditions specified in the Proposed Transfer Notice.

  • Use Rights means the license terms and terms of service for each Product published on the Licensing Site and updated from time to time. The Use Rights supersede the terms of any end user license agreement that accompanies a Product. License terms for all Products are published in the Product Terms. Terms of service for Online Services are published in the Online Services Terms.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Drag-Along Sale has the meaning set forth in Section 3.03(a).

  • Exchange Rights shall have the meaning set forth in Paragraph 2 hereof.

  • Preemptive Right has the meaning set forth in Section 9.6(a).

  • Right of First Refusal and Co-Sale Agreement means the agreement among the Company, the Purchasers, and certain other stockholders of the Company, dated as of the date of the Initial Closing, in the form of Exhibit G attached to this Agreement.

  • Stock Purchase Rights means any warrants, options or other rights to subscribe for, purchase or otherwise acquire any shares of Common Stock or any Convertible Securities.

  • Right of First Refusal Agreement means the Right of First Refusal Agreement, dated as of August 4, 2017, among the Partnership, the Operating Partnership and NextEra Energy Resources, LLC.