Amended Offer definition
Examples of Amended Offer in a sentence
The Amended Offer Documents will, at the time the Amended Offer Documents are filed with the SEC and, at the time they are mailed to the stockholders of the Company, and at the time any amendment or supplement thereto is filed with the SEC, comply as to form in all material respects with the provisions of the Exchange Act and the rules and regulations promulgated thereunder.
The Offeror shall vary the Offer in accordance with the terms contained in Section 1 of this Agreement and shall mail the Amended Offer by way of a notice of variation of the Offer (the “Notice of Variation”) in accordance in all material respects with applicable Securities Laws to all registered shareholders as soon as reasonably practicable.
The Amended Offer Documents shall include the Offer to purchase all outstanding Shares at the Offer Price.
The Company hereby consents to the inclusion of the Company Board Recommendation in the Amended Offer Documents (it being understood that such consent shall not be deemed to limit the Company Board’s rights under Section 7.7)) and to the inclusion of a copy of the Schedule 14D-9 with the Amended Offer Documents mailed or furnished to the Company’s stockholders.
By signing this Amended Offer Letter, you represent and warrant to the Company that you are under no contractual commitments inconsistent with your obligations to the Company.
Company and its counsel, as to the Amended Offer Documents, and Sub and its counsel, as to the Schedule 14D-9, shall be given an opportunity to review such documents (and any amendments thereto and any other submissions to the SEC) prior to their being filed with the SEC.
At the Effective Time (or, at Company's election, prior to expiration of the Amended Offer) all outstanding Options to acquire Shares shall immediately vest and become fully exercisable.
This Amended Offer Letter, including the Confidential Information and Invention Assignment Agreement attached hereto, sets forth the full and complete agreement between you and the Company regarding your employment with the Company as of the Effective Date.
You may indicate your agreement with these terms and accept this Amended Offer Letter by signing and dating this Amended Offer Letter below and returning it to me no later than February 25, 2014.
Parent and Sub shall take such reasonable actions as may be reasonably necessary to cause the Effective Time to occur as promptly as reasonably practicable following consummation of the Amended Offer.