Common use of The Obligation Clause in Contracts

The Obligation. Notwithstanding anything to the contrary contained herein, if the Manager finds an acquirer for all or any portion of its interest in the Company (whether such acquisition is by way of purchase of assets, Common Units or successor Equity SECURITIES, merger, recapitalization or other form of transaction, and including, without limitation, a roll-up transaction that is for the purpose of a reorganization among the Company and its Affiliates), then, at the request of the Manager, Merchandiser shall sell or otherwise transfer a corresponding portion of any Common Units (or successor Equity Securities) then held by Merchandiser to such acquirer on the same terms and conditions as apply to the sale or other transfer by the Manager. Merchandiser to such acquirer on the same terms and conditions as apply to the sale or other transfer by the Manager. Merchandiser further agrees timely to take such other actions as the Manager may reasonably request in connection with the approval of the consummation of such sale or other transfer, including, without limitation, voting in favor of such sale or other transfer and waiving any dissenters' rights, executing such agreements, powers of attorney, voting proxies or other documents and instruments as may. be necessary or desirable to consummate such sale or other transfer, and, in the event that such sale or other transfer is structured as a recapitalization, transferring and retaining such portion of Common Units (or successor Equity Securities) and rights under this Warrant as may be requested by the Manager.

Appears in 3 contracts

Sources: Merchandiser Agreement (Artistdirect Inc), Merchandiser Agreement (Artistdirect Inc), Merchandiser Agreement (Artistdirect Inc)