Tag-Along definition

Tag-Along. AND “DRAG ALONG” RIGHTS.

Tag-Along. Rights. In connection with any Sale by a Sponsor of any Shares of Stock to any Person (other than a Public Sale, a Permitted Vornado transfer, or any Sale between or among the Sponsors, their Affiliates, or any employee of the Company or any of its Subsidiaries):

Tag-Along and “Drag Along” Rights.

Examples of Tag-Along in a sentence

• In such event, the Shares underlying vested Awards and Contingent Awards shall be permitted to be sold pursuant to such Tag Along Sale by the Participant in its capacity as a Management Tag Along Holder.

• Each Tag Along Holder who does not make a Tag Along Offer prior to the Tag Along Deadline shall be deemed to have waived all of such holder’s rights to participate in such Sale.

• The Prospective Selling Stockholder shall attempt to obtain the inclusion in the proposed Sale of the entire number of Shares which each of the Tag Along Sellers requested to have included in the Sale (as evidenced in the case of the Prospective Selling Stockholder by the Tag Along Notice and in the case of each Participating Seller by such Participating Seller’s Tag Along Offer).

• Each Tag Along holder will be given the opportunity to exercise their vested Options prior to or in connection with the consummation of a Sale pursuant to this Section 4(a) and the Award Stock issued upon exercise of such vested Options will be Shares for purposes of this Section 4(a).

• Each Tag Along Holder may elect to participate in the Transfer by delivering written notice (the “Tag Along Offer”) within five (5) Business Days after the date of delivery of the Tag Along Notice to such Holder (such date the “Tag Along Deadline”) (each Tag Along Holder so electing, a “Participating Seller”).

More Definitions of Tag-Along

Tag-Along. The Senior Managers shall have the right to tag along in the event of a private sale by the Investor Members to a third party in the same proportion as the Investor Member's Shares are sold. The tag along rights shall be on substantially the same terms as the tag along rights relating to the A Units under the LLC Agreement and the Management Members Agreement.

Tag-Along has the meaning set out in Clause ‎22.4.1(vi);

Tag-Along. AND “DRAG ALONG”

Tag-Along. Right With Respect to Private Sales by KKR Holders. (i) Private Sales of Shares by KKR Holders. Subject to the last sentence of Section 3(a), with respect to any proposed Private Sale of any KKR Shares by a KKR Holder or KKR Holders (collectively, for purposes of this Section 2, the "KKR Holder") during the term of this Agreement to a Person (a "Proposed Purchaser"), other than pursuant to an Exempt Transaction (as defined in Section 2(c)), the Oaktree Investors shall have the right and option, but not the obligation, to participate in such sale, on the same terms and subject to the same conditions as the sale by the KKR Holder, for the number of Oaktree Shares owned by the Oaktree Investors equalling the number derived by multiplying the total number of KKR Shares which the KKR Holder proposes to sell (the "Proposed Number of Shares") by a fraction, the numerator of which is the total number of Oaktree Shares and the denominator of which is the sum of (A) the total number of Oaktree Shares, (B) the total number of KKR Shares, and (C) the total number of shares of Common Stock (determined on a fully diluted basis) owned by Persons entitled to the benefits of any other "tag-along" rights arising as a result of such sale.

Tag-Along. Right With Respect to Private Sales by KKR Holders.

Tag-Along means the right or option of any Person under any Assigned Contract or Lease or other instrument binding on any Seller, any Affiliate of any Seller or the Assets to require and cause a Seller, any Affiliate of a Seller or Buyer to purchase, acquire and receive an assignment of any interest in any Assets.

Tag-Along has the meaning given in Clause 8.1. "Interested Third Party" has the meaning ascribed in Clause 9.1.2. "BTG Vehicle" has the meaning assigned in the Preamble.