Common use of Bring Along Clause in Contracts

Bring Along. (a) Subject to the provisions of and without derogating from Article 75 above and the provisions of Section 341 of the Companies Law, notwithstanding anything in these Articles to the contrary, until a Qualified IPO, if any person or entity offers to purchase all of the issued and outstanding share capital of the Company (the “Bring Along Transaction”), and shareholders holding more than (i) seventy percent (70%) of the voting power in the Company calculated on an as converted basis; and (ii) 67% of the Preferred Shares, indicate their acceptance of such offer (the “Proposing Shareholders”), and such offer is approved by a majority of the Board, then at the closing of such transaction, all holders of all classes of shares in the Company will transfer their shares to such person or entity at the same price and on the same terms and conditions as the Proposing Shareholders subject to any adjustments as may be necessary in order to give full effect to Article 74 hereof. The distribution of the consideration of such Bring Along Transaction shall be distributed in accordance with the provisions of Article 74 above, and in the order of preference and priority as set forth therein, and shall not derogate from the liquidation preferences set forth in such Article 73 and Article 74 in relation to a Deemed Liquidation Event.