Additional Transfer Notice definition

Additional Transfer Notice that shall include all of the information and certifications required in a Transfer Notice and shall additionally identify the Offered Shares that the Company has declined to purchase (the “Remaining Shares”) and reference the Holders’ rights of first refusal and co-sale rights with respect to the proposed Transfer contained in this Agreement.
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Additional Transfer Notice has the meaning set forth in Section 6.2(a)(iv).
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Additional Transfer Notice has the meaning set forth in Sub-Section 9.01(a)(iii);
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Examples of Additional Transfer Notice in a sentence

  • The other stockholders have an option for a period of twenty (20) days from the receipt of the Additional Transfer Notice from Participant set forth in Section 9(c) to elect to purchase their respective pro rata shares of the Remaining Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice.

  • Should the purchase price specified in the Transfer Notice or Additional Transfer Notice be payable in property other than cash or evidences of indebtedness, the Company or the Remaining Major Stockholders, as applicable, shall have the right to pay the purchase price in the form of cash equal in amount to the value of such property.

  • Each Holder shall have an option for a period of fifteen (15) days from its receipt of the Additional Transfer Notice from the Participant set forth above to elect to purchase its respective pro rata share of the Remaining Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice.

  • Should the purchase price specified in the Transfer Notice or Additional Transfer Notice be payable in a form of consideration other than cash or evidences of indebtedness, the Company (and the Participating Holders) shall have the right to pay such purchase price in an amount of cash equal to the fair market value of such consideration.

  • The Remaining Major Stockholders shall have an option for a period of twenty (20) days from the day on which it received the Additional Transfer Notice from the Transferring Stockholder set forth in Section 3.1(c) to elect to purchase all of the Offered Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice.

  • Should the purchase price specified in the Transfer Notice or Additional Transfer Notice be payable in property other than cash or evidences of indebtedness, the Company (or the Stockholders) shall have the right to pay the purchase price in the form of cash equal in amount to the value of such property.

  • The purchase price per share for the Offered Shares to be purchased by the Company and/or ROFR and Co-Sale Right Holders exercising their right of first refusal will be the price per share set forth in the Transfer Notice or the Additional Transfer Notice (as appropriate), and will be payable as set forth in Section 4.3(g).

  • The Non-Transferring Holders shall have an option for a period of ten (10) days from the Holder's receipt of the Additional Transfer Notice from the Transferring Holder set forth in Section 3.1(c) to elect to purchase their respective pro rata shares of the Remaining Shares at the same price and subject to the same material terms and conditions as described in the Additional Transfer Notice.

  • The Additional Transfer Notice shall include all of the information and certifications required in a Transfer Notice and shall additionally identify the Offered Shares that the Company has declined to purchase (the “Remaining Shares”) and briefly describe the Investors’ rights of first refusal and co-sale rights with respect to the proposed Transfer.

  • For the purposes of the Right of Co-Sale hereunder, each Co-Sale Shareholder’s “pro rata share” shall be determined according to the aggregate number of all Ordinary Shares converted or convertible from the Preferred Shares held by such Co-Sale Shareholder on the date of the Additional Transfer Notice in relation to the aggregate number of all Shares (calculated on an as converted to Ordinary Shares basis) held by the Transferor and all the Co-Sale Shareholders on such date.


More Definitions of Additional Transfer Notice

Additional Transfer Notice has the meaning set forth in Section 1.2(ii) of Exhibit D hereof.
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Additional Transfer Notice that shall include all of the information and certifications required in a Transfer Notice and briefly describe the Holders’ rights of first refusal with respect to the proposed Transfer.
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Additional Transfer Notice that shall include all of the information and certification required in a Transfer Notice and shall additionally identify the Offered Shares that the Company has declined or failed to purchase (the “Remaining Shares”). Each Non-Selling Shareholder will have the right, exercisable upon written notice (the “First Refusal Notice”) to the Selling Shareholder, the Company and each other Non-Selling Shareholder within fifteen (15) days after receipt of the Additional Transfer Notice (the “First Refusal Period”) of its election to exercise its right of first refusal hereunder. The First Refusal Notice shall set forth the number of Remaining Shares that such Non-Selling Shareholder wishes to purchase, which amount shall not exceed the First Refusal Allotment (as defined below) of such Non-Selling Shareholder. Such right of first refusal shall be exercised as follows:
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Additional Transfer Notice that shall include all of the information and certifications required in a Transfer Notice and shall additionally identify the Offered Securities that the Company has declined to purchase (the “Initial Remaining Shares”) and briefly describe the Expedia Shareholder’s and the other Holders’ rights of first refusal and co-sale rights with respect to the proposed Transfer.
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Additional Transfer Notice shall have the meaning set forth in Section 5.4 of the Bylaws.
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Additional Transfer Notice shall have the meaning ascribed to it in Section 11.7(c).
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Related to Additional Transfer Notice

  • Transfer Notice means the notice of a proposed transfer of Shares described in Section 8.

  • Proposed Transfer Notice means written notice from a Key Holder setting forth the terms and conditions of a Proposed Key Holder Transfer.

  • Investor Notice means written notice from an Investor notifying the Company and the selling Key Holder that such Investor intends to exercise its Secondary Refusal Right as to a portion of the Transfer Stock with respect to any Proposed Key Holder Transfer.

  • ROFO Notice is defined in Section 6.2(a).

  • Disposition Notice is defined in Section 5.2(a).

  • Purchase Option Notice As defined in Section 3.18(e).

  • Addition Notice With respect to the transfer of Subsequent Mortgage Loans to the Trust Fund pursuant to Section 2.08, a notice of the Depositor's designation of the Subsequent Mortgage Loans to be sold to the Trust Fund and the aggregate principal balance of such Subsequent Mortgage Loans as of the Subsequent Cut-off Date. The Addition Notice shall be given not later than three Business Days prior to the related Subsequent Transfer Date and shall be substantially in the form attached hereto as Exhibit P.

  • First Offer Notice shall have the meaning set forth in Section 14.4(a).

  • Designation Notice means a notice from any Lender or an Affiliate of a Lender substantially in the form of Exhibit I.

  • Call Option Notice means a written notice from the holder of the Call Option or the Administrator, as applicable, stating its desire to exercise the Call Option on the related Reset Date, delivered to each Clearing Agency, the Indenture Trustee, the Remarketing Agents, the Rating Agencies and, if the related class of Reset Rate Notes is then listed on the Luxembourg Stock Exchange, the Administrator will forward a copy to the Luxembourg Listing Agent (the contents of which are to be published in a leading newspaper having general circulation in Luxembourg).

  • Option Notice has the meaning set forth in Section 5.2(a).

  • ROFR Notice has the meaning set forth in Section 3.02(d).

  • Allocation Notice shall have the meaning assigned to such term in Section 11.14(i) hereof.

  • Term SOFR Notice means a notification by the Administrative Agent to the Lenders and the Borrower of the occurrence of a Term SOFR Transition Event.

  • Offer Notice shall have the meaning set forth in Section 4.1.

  • Put Option Notice means a notice which must be delivered to a Paying Agent by any Noteholder wanting to exercise a right to redeem a Note at the option of the Noteholder;

  • Substitution Notice has the meaning specified in Section 2.17 (Substitution of Lenders).

  • Initial Notice shall have the meaning set forth in Section 7.1.

  • Acquisition Notice has the meaning set forth in Section 2.6(a).

  • Election Notice has the meaning set forth in Section 11.01(b).

  • Sale Notice has the meaning set forth in Section 9.18(b).

  • Termination Notice means the communication issued in accordance with this Agreement by one Party to the other Party terminating this Agreement;

  • Selection Notice means a notice substantially in the form set out in Part II of Schedule 3 (Requests) given in accordance with Clause 9 (Interest Periods).

  • Restriction Notice has the meaning set forth in Section 8.04(f) hereof.

  • ROFR means a right of first refusal to purchase or a right of first offer to purchase one or more of the Mortgaged Properties pursuant to a recorded instrument (or a memorandum thereof) encumbering the applicable Mortgaged Property.

  • Contribution Notice means a contribution notice issued by the Pensions Regulator under section 38 or section 47 of the Pensions Xxx 0000.