Bona Fide Offer. A "Bona Fide Offer" shall mean an offer in writing to a Shareholder, offering to purchase all or any part of the Shares owned by such Shareholder or any interest of the Shareholder therein and setting forth all the relevant terms and conditions of the proposed purchase, from an offeror who is
Bona Fide Offer. Subject to Section 29.6(a)(ii), an out-of-contract Player who receives a bona fide offer from his current Team may still participate in Free Agency.
Bona Fide Offer. At any time [*] anniversary of the Effective Date, if Dyadic receives a written offer from a Third Party (the “Offering Party”) for an exclusive license with respect to the Licensed IP and/or the Dyadic Materials for any particular Category or Categories, other than Category A and/or Category F, (the “Subject Category or Categories”) on financial terms that are more favorable, when taken as a whole, than those set forth herein with respect to such Subject Category or Categories (a “Bona Fide Offer”), then Dyadic shall provide written notice thereof to Codexis. Codexis shall have the right, but not the obligation, to pay to Dyadic the First Commercial Sale milestone payment set forth in Section 3.3(a) with respect to such Subject Category or Categories and, if Codexis makes such payment within [*] days after the date of delivery to Codexis by Dyadic of such notice, then (a) Dyadic will have no right to terminate the rights and licenses granted by Dyadic to Codexis with respect to such Subject Category or Categories hereunder pursuant to this Section 2.2, (b) Dyadic shall have no further rights to present any additional Bona Fide Offers to Codexis pursuant to this Section 2.2 with respect to such Subject Category or Categories for which Codexis has made such payment, and (c) Codexis shall have no further payment obligations to Dyadic under Section 3.3(a) with respect to such Subject Category or Categories. If Codexis does not make such payment within such [*] day period, Dyadic shall have the right, for a period of [*] days after the expiration of such [*] day period, which may be extended by [*] days upon written notice by Dyadic to Codexis, (the “Negotiation Period”) to enter into an exclusive license agreement with respect to such Subject Category or Categories on financial terms at least as favorable to Dyadic as those set forth in the Bona Fide Offer. In the event that Dyadic enters into such an agreement during the Negotiation Period, Dyadic shall promptly provide written notice thereof to Codexis and the licenses granted to Codexis hereunder with respect to such Subject Category or Categories, but only with respect to such Subject Category or Categories, shall terminate for all purposes of this Agreement as of the date of Codexis receipt of such written notice. In the event that Dyadic does not provide such written notice to Codexis within [*] business days after the expiration of the Negotiation Period that Dyadic has entered into such an agreement, ...
Bona Fide Offer. In the event the Selling Stockholder negotiates a Bona Fide Offer, he shall give to the Company a written notice (the "Stockholder Sale Notice") setting forth as to each Person to whom the sale is proposed to be made: (a) the name and address of that Person and, if that Person is a corporation or other entity, the principal owners thereof; (b) the number of Offered Shares proposed to be sold to that Person; (c) the manner in which the sale is proposed to be made; and (d) the price at which or other consideration for which and the material terms upon which, the sale is proposed to be made.
Bona Fide Offer. If the Company has not elected to exercise the Purchase Option as to all of the Offered Shares in connection with a Bona Fide Offer, then the Company shall give to all of the Stockholders (including the Selling Stockholder) a written notice (the "Company Notice") informing the Stockholders of its decision not to exercise the Purchase Option attaching a copy of the Stockholder Sale Notice delivered in connection with such Bona Fide Offer.
Bona Fide Offer. A “bona fide offer”, as that phrase is used herein, means an offer to purchase an interest in Company made by a third party to a Member, or by a Member to another Member, under circumstances in which the Selling Member and the offeror are negotiating at arms length and under circumstances where they could reasonably achieve a fair market price for the interest. The Selling Member shall have the right to designate in the Notice whether the offer is bona fide or not. If the Selling Member fails to designate the offer as being “bona fide”, then the offer shall be deemed to be bona fide. If the offer is not bona fide, then it is deemed to be an Involuntary Transfer under Section 7.4 of this Agreement. If the offer is not bona fide, then the Selling Member may only complete the transfer to the third party offeror under terms and conditions which are essentially identical to Section 7.4 of this Agreement.
Bona Fide Offer. Except for any Excluded Transfer (as defined below) at such time as Landlord elects to offer the Building and/or Site for sale in a transaction that would have the tax consequences of a normal sale, Landlord shall offer in writing to sell the Building or Site to Tenant, which written offer shall include the purchase price, how paid, when escrow is to close, conditions to close of escrow, and a proposed form of purchase agreement between Landlord and Tenant (collectively, the “Offer”). Tenant shall thereupon have thirty (30) days in which to notify Landlord of its intent to purchase the Building, and/or Site on the terms and conditions contained in the Offer. Failure to notify Landlord shall constitute notice of Tenant’s intent not to purchase the Building, Premises and/or Site which is subject to the Offer on the terms and conditions contained in the Offer. If Tenant rejects the Offer or fails to notify Landlord as provided above, Landlord may then offer to sell the Building and/or the Site which is subject to the Offer on such other terms and conditions as it deems appropriate. Landlord shall give notice to Tenant of the terms of any offer received from a bona fide third party (“Offeror”) which Landlord intends to accept (subject to Tenant’s rights under this Section 31.2) including, without limiting the generality of the details of said notice, the purchase price, how paid, when escrow is to close, conditions to close of escrow, any obligations of Landlord (as seller) and a copy of the agreed upon form of purchase agreement between Landlord and Offeror (the “Third Party Offer”). Tenant shall thereupon have five business (5) days in which to notify Landlord of its intent to purchase the Building, Premises and/or Site which is subject to the Third Party Offer on the terms and conditions contained in the Third Party Offer (subject to adjustment of the Purchase Price described below). Failure to notify Landlord shall constitute notice of Tenant’s intent not to purchase the Building, Premises and/or Site which is subject to the Third Party Offer on the terms and conditions contained in the Third Party Offer. If Tenant rejects the Third Party Offer or fails to notify Landlord as provided above, Landlord may then sell the Building, Premises and/or the Site which is subject to the Third Party Offer pursuant to the exact terms of the Third Party Offer. If any of the material terms or conditions of the Third Party Offer are changed prior to the sale to the Offeror...
Bona Fide Offer. If the Offeror receives from any Person (a "Bona --------------- Fide Offeror") a bona fide offer in writing (the "Bona Fide Offer") to purchase all of the Offeror's Shares, then the Offeror shall give to the Corporation and the Remaining Shareholders a notice (the "Bona Fide Offer Notice") to which shall be annexed a copy of the Bona Fide Offer containing the material terms and conditions of the Bona Fide Offer.
Bona Fide Offer. Except as provided in Section 8.2(b) below, until July 31, 1996 each Releasee covenants and agrees that it shall not sell, assign, transfer, pledge, encumber or in any other manner dispose of thirty-five percent (35%) or more of the Settlement Shares of Warner acquired by each such Releasee pursuant to the terms and conditions of this Agreement, except upon receipt by such Releasee of a bona fide offer in writing from an unrelated third party (hereinafter referred to as a "Bona Fide Offer") to purchase such
Bona Fide Offer. 9.02(f) Closing............................................... 1.05
