Drag Sale definition

Drag Sale shall have the meaning ascribed to it in Clause 5.3.1;

Drag Sale has the meaning set forth in Section 8.16(a).

Drag Sale shall have the meaning provided in Section 4.10.

Examples of Drag Sale in a sentence

• At the closing of such Significant Drag Sale, each Co-Seller shall deliver certificates for all shares of Common Stock to be sold by such Co-Seller, duly endorsed for transfer, with the signature guaranteed, to the purchaser against payment of the appropriate purchase price.

• Notwithstanding the foregoing, such Purchaser shall be entitled to vote its Securities in favour of a Drag Sale in accordance with Clause 5.3.1(iii).

• Notwithstanding anything to the contrary in this Clause 6, the undertakings and obligations of REA and REA Listco under this Clause 6 shall terminate immediately on completion of a Drag Sale in which REA and its Affiliates cease to be Shareholders.

• Such Drag Along Notice shall (a) identify the purchaser, the purchase price per Drag Sale Interests therefor and a summary of the other material terms and conditions of the proposed Drag Along Sale and (b) be accompanied by forms of all agreements (including any schedules, exhibits and annexes thereto) to be entered into by or on behalf or for the account or otherwise for the benefit of Pattern, as applicable, in connection with the Drag Along Sale.

• To exercise a drag along right pursuant to this Section 5.1(a), such Dragging Party shall give written notice delivered in accordance with Section 6.10 to the Drag Along Parties at least fifteen (15) business days prior to the Drag Sale.

More Definitions of Drag Sale

Drag Sale. Section 8.2

Drag Sale has the meaning given in Clause 24.4;

Drag Sale shall have the meaning ascribed in Section 8.

Drag Sale shall have the meaning ascribed to it in Clause 20.1.

Drag Sale has the meaning set forth in Section 4.2(a).

Drag Sale has the meaning given such term in the recitals to this Agreement.

Drag Sale means a sale of Parent (whether by stock transfer, asset transfer or merger) that has been approved by the Board and the Lender Shareholder Parties holding a majority of the outstanding Shares held by all Lender Shareholder Parties. Preemptive Rights Until such time as the Parent's Shares are listed on the New York Stock Exchange, a NASDAQ national securities exchange, or any successor U.S. national securities exchange, subject to certain customary exceptions, each Shareholder Party that is an "accredited investor" and, together with its Affiliates, holds not less than 3% of the outstanding Shares will be entitled to preemptive rights to purchase their pro rata portions (i.e., the same percentage such Shareholder Party owns of the Shares) of new issuances of equity on the same terms as the other participants in such issuance. Registration Rights At such times on and following the earlier of (x) the date on which the Company is registered on Nasdaq Global Select Market or another U.S. National Securities Exchange and (y) the Shareholders Agreement Termination Date, each Shareholder Party that is either an Appointing Person or, together with its affiliates, holds 10% or more of the outstanding Shares will receive customary demand registration rights (including rights to demand a shelf registration). Reports Annual Financials: Parent will make available to shareholders on a site accessible by all shareholders, and upon request of a Shareholder Party, furnish to such Shareholder Party, audited financial statements (with notes) annually. Quarterly Financials: Parent will make available to shareholders on a site accessible by all shareholders, and upon request of a Shareholder Party, furnish to such Shareholder Party, unaudited financial statements (with notes) quarterly.