Common use of Sale to Proposed Purchaser Clause in Contracts

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then the Offering Member may Transfer all of such Offered Units, at a price per Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 60-day period will be subject to the provisions of this Section 11.2 upon subsequent Transfer.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Calavo Growers Inc), Limited Liability Company Agreement (Calavo Growers Inc), Limited Liability Company Agreement (Calavo Growers Inc)

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Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 9.03 upon subsequent Transfer.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Shepherd's Finance, LLC), Limited Liability Company Agreement (Shepherd's Finance, LLC)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, provided the Offering Member has also complied with the provisions of Section 10.05, to the extent applicable, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 10.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Operatng Agreement (Helpful Alliance Co)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty 90 days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 9.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Shepherd's Finance, LLC)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then the Offering Member may Transfer all of such Offered Units, at a price per Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 10.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Operating Agreement (Agrify Corp)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then the Offering Member may Transfer all of such Offered Units, at a price per Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty (60) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 60-day period will be subject to the provisions of this Section 11.2 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Calavo Growers Inc)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders Rightsholders shall not have collectively elected to purchase all of the Offered Units, then then, provided the Offering Member has also complied with the provisions of Section 10.05, to the extent applicable, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Rightsholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 10.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Ascend Wellness Holdings, LLC)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, provided the Offering Member has also complied with the provisions of Section 11.05, to the extent applicable, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 11.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Longeveron LLC)

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Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders Rightholder shall not have collectively elected to purchase all of the Offered Units, then then, provided the Offering Member has also complied with the provisions of Section 10.05, to the extent applicable, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 10.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Good Hemp, Inc.)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, provided the Offering Member has also complied with the provisions of Section X.5, to the extent applicable, the Offering Member may Transfer all of such Offered Units, at a price per Applicable Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 X.3 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Operating Agreement

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, provided that the Offering Member has also complied with the provisions of Section 10.05, to the extent applicable, the Offering Member may Transfer all of such Offered Units, at a price per Offered Common Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty ninety (90) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 6090-day period will be subject to the provisions of this Section 11.2 10.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Liquid Holdings Group LLC)

Sale to Proposed Purchaser. In the event that the Company and/or the Applicable ROFR Rightholders shall not have collectively elected to purchase all of the Offered Units, then then, provided the Offering Member has also complied with the provisions of Section 10.01, the Offering Member may Transfer all of such Offered Units, at a price per Offered Unit not less than specified in the Offering Member Notice and on other terms and conditions which are not materially more favorable in the aggregate to the proposed purchaser than those specified in the Offering Member Notice, but only to the extent that such Transfer occurs within sixty (60) days after expiration of the ROFR Rightholder Option Period. Any Offered Units not Transferred within such 60-day period will be subject to the provisions of this Section 11.2 10.03 upon subsequent Transfer.

Appears in 1 contract

Samples: Limited Liability Company Agreement

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