Apex Entity definition
Examples of Apex Entity in a sentence
The ROFO Notice shall include any material terms, conditions and other details as would be reasonably necessary for the Partnership to make a responsive offer to enter into the Proposed Transaction with the applicable Apex Entity, which terms, conditions and details shall include any material terms, condition or other details that such Apex Entity would propose to provide to non-Affiliates in connection with the Proposed Transaction.
The Partnership shall have 30 days following receipt of the ROFO Notice to propose an offer to enter into the Proposed Transaction with such Apex Entity (the “ROFO Response”).
If Apex and the Partnership are unable to agree on such terms during such 15-day period, the Apex Entity may Transfer the ROFO Asset to any third person on terms and conditions determined in the sole discretion of Apex.
If no ROFO Response is delivered by the Partnership within such 30-day period, then the Partnership shall be deemed to have waived its right of first offer with respect to such ROFO Asset, and the applicable Apex Entity shall be free to enter into a Proposed Transaction with any third person on terms and conditions determined in the sole discretion of Apex.
During the Restriction Period, Executive shall not, anywhere in the Territory, on Executive’s own behalf or on behalf of any other person or entity (other than an Apex Entity), either directly or indirectly, contact, recruit, encourage or solicit any Customer with respect to the Business.
During the Severance Period, Executive shall not, anywhere in the Territory, on Executive’s own behalf or on behalf of any other person or entity (other than an Apex Entity), either directly or indirectly recruit, encourage or solicit any Service Provider to leave or reduce that Service Provider’s employment with or services to the Company or any subsidiary.