OFFER TERMS Sample Clauses
OFFER TERMS. 3.1 The Company and the Investor Selling Shareholders in consultation with the BRLMs, shall decide the Price Band (including any revisions thereto) and the Offer Price.
3.2 The Company or the Selling Shareholders shall not, without the prior approval of the BRLMs, file the DRHP, the RHP or the Prospectus with SEBI, the Stock Exchanges, the RoC or any other authority whatsoever or issue the Preliminary Offering Memorandum or the Offering Memorandum in connection therewith, as may be applicable.
3.3 The Company and the Investor Selling Shareholders shall determine the Bid/Offer Opening Date and Bid/Offer Closing Date, including the Bid/Offer Closing Date applicable to the Qualified Institutional Buyers and the Anchor Investor Bid/Offer Period, in consultation with the BRLMs.
3.4 The Company shall, in consultation with the BRLMs, make applications to the Stock Exchanges for listing of its Equity Shares, and shall obtain in-principle and final listing and trading approvals from the Stock Exchanges and shall, prior to filing of the Red ▇▇▇▇▇▇▇ Prospectus, choose one of the Stock Exchanges as the Designated Stock Exchange. The Company undertakes that all the steps will be taken, in consultation with the BRLMs, for the completion of the necessary formalities for listing and commencement of trading of the Equity Shares at the Stock Exchanges within such time period as prescribed under Applicable Law. The Investor Selling Shareholders, the Promoter Group Selling Shareholder Statements and the Individual Selling Shareholders shall provide reasonable support, information and documentation in respect of the Investor Selling Shareholders Statements, Promoter Group Selling Shareholder Statements and Individual Selling Shareholder Statements, respectively.
3.5 The Company shall obtain authentication on the SEBI complaints redressal system and, in consultation with the BRLMs, shall set up an investor grievance redressal system to redress all Offer related grievances to the satisfaction of the BRLMs and in compliance with Applicable Law. The Company shall appoint, and have at all times for the duration of this Agreement, a compliance officer, in relation to compliance with SEBI ICDR Regulations in relation to the Offer and to attend to matters relating to investor grievances. The Investor Selling Shareholders agree to use reasonable endeavours to assist the Company and the BRLMs in redressal of investor grievances, only in the event that such investor grievances pertain to...
OFFER TERMS. By submitting this offer, I have read, understand and agree to the following terms and conditions: Terms, Conditions, and Legal Agreement IRS will keep my payments, fees, and some refunds. Pending status of an offer and right to appeal I must comply with my future tax obligations and understand I remain liable for the full amount of my tax debt until all terms and conditions of this offer have been met.
a) I request that the IRS accept the offer amount listed in this offer application as payment of my outstanding tax debt (including interest, penalties, and any additional amounts required by law) as of the date listed on this form. I authorize the IRS to amend Section 1 and/or Section 2 if I failed to list any of my assessed tax debt or tax debt assessed before acceptance of my offer. By submitting a joint offer, both signers grant approval to the Internal Revenue Service to disclose the existence of any separate liabilities owed.
b) I also authorize the IRS to amend Section 1 and/or Section 2 by removing any tax years on which there is currently no outstanding liability. I understand that my offer will be accepted, by law, unless IRS notifies me otherwise, in writing, within 24 months of the date my offer was received by IRS. I also understand that if any tax debt that is included in the offer is in dispute in any judicial proceeding it/they will not be included in determining the expiration of the 24-month period.
c) I voluntarily submit the payments made on this offer and understand that they will not be returned even if I withdraw the offer or the IRS rejects or returns the offer. Unless I designate how to apply each required payment in Section 5, the IRS will apply my payment in the best interest of the government, choosing which tax years and tax debts to pay off. The IRS will also keep my application fee unless the offer is not accepted for processing.
d) I understand that if I checked the Low-Income Certification in Section 1, then no payments are required. If I qualify for the Low-Income Certification and voluntarily submit payments, all money will be applied to my tax debt and will not be returned to me unless l designate it as a deposit. In making my deposit I do not have to designate any amounts to the application fee and my first month’s payment.
e) The IRS will keep any refund, including interest, that I might be due for tax periods extending through the calendar year in which the IRS accepts my offer. I cannot designate that the refund be ap...
OFFER TERMS. 22.10.1 Subject to Clause 22.10.2, the Offer Terms may be amended, varied and/or supplemented as agreed in writing between VCFSUK and Polestar from time to time.
22.10.2 The facility limits set out in the Offer Terms may be amended, increased, decreased or suspended by VCFSUK at any time by giving written notice to Polestar of the same.
OFFER TERMS. 2.1 The Company and the Selling Shareholder shall not, without the prior written approval of the BRLMs, file the Offer Documents with SEBI, the Stock Exchanges, the Registrar of Companies or any other authority or make any public offer relating to the Equity Shares that would constitute the Offer, including any amendments, supplements, notices and corrigenda in connection therewith, or otherwise issue or distribute, any Supplemental Offer Materials.
2.2 The Company undertakes that it will, in consultation with the BRLMs, make applications to the Stock Exchanges for listing of its Equity Shares and shall obtain in- principle and final listing and trading approvals from the Stock Exchanges and choose one of the Stock Exchanges as the Designated Stock Exchange prior to filing the Red ▇▇▇▇▇▇▇ Prospectus with the RoC. The Company further undertakes that all the steps will be taken, in consultation with the BRLMs, for the completion of the necessary formalities for listing and commencement of trading of the Equity Shares at the Stock Exchanges within the time period prescribed under Applicable Law and any subsequent circulars or notifications issued by SEBI in this regard. The Selling Shareholder shall provide such support and assistance as required or requested by the Company, the BRLMs and/or under Applicable Law to facilitate the process of listing and commencement of trading of Equity Shares on the Stock Exchanges within prescribed timeline, as per Applicable Law.
2.3 The Company, in consultation with the BRLMs, shall set up an investor grievance redressal system to redress all Offer related grievances to the satisfaction of the BRLMs and in compliance with Applicable Law. Further, the Company has obtained authentication on SEBI’s complaints redress system (SCORES) in terms of Applicable Law including SEBI circular (CIR/OIAE/1/2013) dated April 17, 2013, SEBI circular (CIR/OIAE/1/2014) dated December 18, 2014 and SEBI circular dated October 14, 2021 (SEBI/HO/OIAE/IGRD/CIR/P/2021/642), and any amendment thereto. Further, the Company shall obtain any other registration pursuant to any circulars, guidelines or directions issued by SEBI, as applicable. Selling Shareholder shall authorize the Company Secretary and Compliance Officer of the Company or any other official or employee of the Company authorised under Applicable Law, to deal with any investor grievances on their behalf in connection with the Offer and shall provide reasonable support and extend reasona...
OFFER TERMS. (i) not increase the amount payable by it in respect of the Target Shares pursuant to the Offer or otherwise vary the consideration payable pursuant to the Offer without the prior written consent of the Lenders;
(ii) not extend the Offer beyond 60 days from the date on which the Offer Document is posted;
(iii) not take any action (and procure to the extent it is able that no person acting in concert with it takes any action) which will result in it becoming obliged to make an offer to shareholders in the Target under Rule 9 of the Code;
(iv) not waive or amend any condition of the Offer (or exercise any discretion or give any consent under any Offer Document) except:
(A) if required by the Panel, the Code, the Listing Rules of the Irish Stock Exchange Limited or any other applicable law or regulation with binding effect;
(B) where the Panel will not allow the relevant condition to be invoked; or
(C) with the prior written consent of the Facility Agent;
(v) notwithstanding (iv) above, unless the Lenders otherwise agree, not declare the Offer unconditional as to acceptances until valid acceptances by shareholders of the Target have been received (and not, where permitted, withdrawn) in respect of an aggregate amount of not less than 80% of the shares to which the Offer relates;
(vi) notwithstanding (iv) above, unless the Lenders otherwise agree, not declare the Offer unconditional in all respects until valid acceptances have been received (and not, where permitted, withdrawn) from not less than 75 per cent. of the holders of the shares to which the Offer relates calculated by reference to each of the following dates:
(A) the date of despatch of the Offer Document to holders of the Shares in the Target to which the Offer relates; and
(B) the date on which the condition requiring valid acceptances by shareholders of Target in respect of an aggregate amount of not less than 80 per cent. of the Shares to which the Offer relates is satisfied; and
(C) the date on which the Offer ceases to be open for acceptance.
OFFER TERMS. For the first year only ▇▇▇▇▇▇▇▇▇ Investissements SA will purchase USD 225,000 worth of shares in GenoMed Inc. at USD 0.045 cents and a further USD 275,000 worth of shares at the 30 day market average (mid price) less a discount of 25% by no later than February 18th, 2005. Completion of this payment will enable ▇▇▇▇▇▇▇▇▇ to be eligible to a total of 40 million warrants in GenoMed, Inc. with a strike price being the 30 day market average (mid price of the bid and the ask) less a discount of 40%.
OFFER TERMS. In the Offer Notice, Fee Owner shall describe, with reasonable specificity, the purchase price and other relevant terms and conditions upon which Fee Owner is prepared to sell its fee simple interest in the entire Property (the “Offer Terms”). Any sale of the Property to Tenant shall be on a strictly “AS-IS, WHERE-IS” basis, without any representation or warranty by Fee Owner except those listed on Exhibit “C” attached hereto and incorporated herein by this reference.
OFFER TERMS. 2.1 The Offer will be managed by the Managers in accordance with the inter-se allocation of responsibilities annexed to this Agreement as Schedule II.
2.2 The Company and/or each of the Selling Shareholders shall not, without the prior approval of the Managers, file any of the Offer Documents with SEBI, any Stock Exchange, the RoC or any Governmental Authority whatsoever or make any offer relating to the Equity Shares.
2.3 The Company and each of the Selling Shareholders, as applicable, shall in consultation with the Managers decide the terms of the Offer, including, the Price Band, the Bid/Offer Opening Date, Bid/Offer Closing Date, the Anchor Investor Bid/ Offer Period, the Anchor Investor Allocation Price and the Offer Price and any discount thereof, including any revisions, modifications and amendments thereof. Each of the Selling Shareholder, as applicable, shall communicate their respective consent to such terms of the Offer to the Company, and such terms of the Offer, including any revisions thereof, shall be conveyed in writing by the Company (on behalf of itself and the Selling Shareholders) to the Managers, immediately upon receipt of applicable consent, as applicable, of the Selling Shareholders to such terms of the Offer. Notwithstanding, anything mentioned in this clause 2.3, WWDRL shall participate with the Company and in consultation with the Managers in deciding only the pricing related terms of the Offer, including (i) the Price Band,
OFFER TERMS. 5.1 The Offer is being made by the Selling Shareholder and the Company pursuant to the approval granted by the SELLING SHAREHOLDER through its letter dated . Accordingly, the Selling Shareholder and the Company, in consultation with the BRLMs, shall decide the terms of the Offer.
5.2 The Selling Shareholder and the Company shall not, without the approval of the BRLMs, file the Draft Red ▇▇▇▇▇▇▇ Prospectus, Red ▇▇▇▇▇▇▇ Prospectus, Prospectus including any amendments or supplement thereto, preliminary or final international wrap and/or any documentation with relation to the Offer, with SEBI/ Stock Exchanges, RoC or any other authorities whatsoever, as the case may be.
5.3 The Selling Shareholder and the Company shall jointly determine the Offer Opening Date and Offer Closing Dates, in consultation with the BRLMs.
5.4 The Selling Shareholder and the Company hereby declare that they have complied with at all times and agree to comply with all the statutory formalities under all corporate, fiscal, economic legislation and any other statutes as are applicable to the Selling Shareholder, the Company and the Offer, including the Companies Act and the SEBI Regulations and other relevant statutes, circulars or communications issued by SEBI, to enable the Selling Shareholder and the Company to make the Offer (and similar agreements, rules and regulations in force in other countries where the Offer is to be launched or marketed) and that consent of lenders and any third party having any pre-emptive rights in respect of the Equity Shares has been obtained, to the extent applicable and that the Company has complied with and agrees to comply with the terms and conditions of such approvals, as applicable.
5.5 The Company shall obtain the requisite approval from the Reserve Bank of India for the Offer.
5.6 Notwithstanding the provisions of Clause 1.4 of this Agreement, the Selling Shareholder and the Company shall enter into an underwriting agreement with the BRLMs, which would include customary provisions including representations and warranties, conditions as to closing of the Offer, force majeure provisions, and provisions as to the indemnification of the BRLMs. Any agreement or commitment between the parties with respect to underwriting or purchasing the Equity Shares shall be set forth in such an underwriting agreement, in a form and substance as may be mutually agreed upon by the Selling Shareholder, the Company and the BRLMs.
5.7 The Selling Shareholder and the Comp...
OFFER TERMS. Name: D. ▇▇▇▇▇ ▇▇▇▇▇▇ Position: Chief Executive Officer and Chairman of the Board Full-time, Salaried-Exempt Annual Base Salary: $800,000 annually Cerner Performance Plan: $1,200,000 annual target bonus level. The Cerner Performance Plan (CPP) provides additional, performance-based compensation opportunities tied to the attainment of group and/or individual performance goals. The specifics of your plan and metrics will be defined and approved by the Compensation Committee of the Cerner Board of Directors annually. You are eligible to participate in the plan immediately upon employment.