Examples of Dragged Members in a sentence
However, the Dragged Members shall not be required to make any representation or warranty to the Buyer, other than as to good title to any Dragged Shares, absence of liens with respect to such Dragged Shares, the Dragged Member’s power and authority to undertake the proposed sale, and the validity and enforceability of the Dragged Member’s obligations in connection with it.
Each Dragged Member shall be obligated to Transfer all Membership Interests and Membership Interests owned by it in the Proposed Acquisition Transaction (or, in the case of a Proposed Acquisition Transaction involving a sale of less than all of the outstanding Membership Interests, such Member’s Pro Rata Share of such Membership Interests being sold), for a price and on other terms and conditions not less favorable to the Dragged Members than to the Drag-Along Members.
The Dragged Members right to receive consideration as a result of a Capital Event is expressly conditioned upon consummation of such Capital Event.
The Drag-Along Transferor shall provide written notice of such Drag-Along Sale to the Dragged Members (a “ Drag-Along Sale Notice”) as promptly as reasonably practicable following its decision to pursue a Drag-Along Sale.
The Dragged Members shall execute such documents and instruments, enter into such agreements, and make such customary representations and warranties, and take such other actions, in all cases as may be reasonably requested by the Class A Members in connection with such Capital Event.
Any costs and expenses incurred by or on behalf of any or all of the Dragged Members in connection with any proposed Transfer pursuant to this Section 8.4 (whether or not consummated) shall be borne by the respective Dragged Members incurring such expenses.
The Dragged Members shall be subject to the terms and conditions of the Capital Event, as noticed to them in writing not less than ten (I 0) days prior to consummation of such Capital Event.
All Dragged Members shall, to the extent permitted by applicable Law, waive any dissenters’ or appraisal rights to which they may be entitled under applicable Law or contract with respect to the Drag-Along Transaction.
After the receipt of a Drag-Along Notice, the Dragged Members shall be obligated to Transfer all of its Units to the Proposed Purchaser upon the terms and conditions set forth in the Drag-Along Notice; provided, however, that %3.
How Patronage Worked Patronage appeared in Greco-Roman society as "networks of favor and loyalty" (DeSilva, 2000a, p.