Roll Over. Subject to Section 4.7.6 below, if Televisa fails to exercise its Sponsor Sale Tag Along Rights before the Sponsor Sale Election Deadline or notifies the Prospective Selling Stockholders and the Company by such Sponsor Sale Election Deadline that it will retain all of its Shares in the Company, then Televisa will be deemed to have elected not to exercise its Sponsor Sale Tag Along Rights but will be deemed to have elected to retain all of its Shares in the Company (and each other Televisa Investor shall be obligated (to the same extent as Televisa) to retain all of its Shares in the Company). In such event, Televisa shall have waived and be deemed to have waived all of its Sponsor Sale Tag Along Rights and other applicable rights under this Section 4.7 and any other applicable rights pursuant to Section 4.1 hereof only with respect to such Sponsor Sale, and, the Prospective Selling Stockholders shall thereafter be free to Transfer to the Prospective Buyer(s) without any further obligation to Televisa pursuant to Section 4.1 or this Section 4.7, except as otherwise provided in Section 4.7.5 or 4.7.6, if applicable; provided that in no event shall Televisa’s Capital Percentage or Equity Percentage or rights or obligations under any Transaction Agreements be affected by such Transfer or Sponsor Sale. In such event, each Televisa Investor shall, if requested by the Prospective Selling Stockholders, vote its respective Shares in favor of the Sponsor Sale and as otherwise directed by the Prospective Selling Stockholders (in each case, if and to the extent any such vote is required) in connection with the Sponsor Sale in order to effectuate the intent of this provision.
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Roll Over. Subject to Section 4.7.6 below, if Televisa fails to exercise its Sponsor Sale Tag Along Rights before the Sponsor Sale Election Deadline or notifies the Prospective Selling Stockholders and the Company by such Sponsor Sale Election Deadline that it will retain all of its Shares in the Company, then Televisa will be deemed to have elected not to exercise its Sponsor Sale Tag Along Rights but will be deemed to have elected to retain all of its Shares in the Company (and each other Televisa Investor shall be obligated (to the same extent as Televisa) to retain all of its Shares in the Company). In such event, Televisa shall have waived and be deemed to have waived all of its Sponsor Sale Tag Along Rights and other applicable rights under this Section 4.7 and any other applicable rights pursuant to Section 4.1 hereof only with respect to such Sponsor Sale, and, the Prospective Selling Stockholders shall thereafter be free to Transfer to the Prospective Buyer(s) without any further obligation to Televisa pursuant to Section 4.1 or this Section 4.7, except as otherwise provided in Section 4.7.5 or 4.7.6, if applicable; provided that in no event shall Televisa’s Capital Percentage, Equity Percentage or Equity Voting Percentage or rights or obligations under any Transaction Agreements be affected by such Transfer or Sponsor Sale. In such event, each Televisa Investor shall, if requested by the Prospective Selling Stockholders, vote its respective Shares in favor of the Sponsor Sale and as otherwise directed by the Prospective Selling Stockholders (in each case, if and to the extent any such vote is required) in connection with the Sponsor Sale in order to effectuate the intent of this provision.
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