Bona Fide Offeror definition

Bona Fide Offeror means any Person or other entity who has made a Bona Fide Offer to a Selling Stockholder in accordance with Article 3.
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Bona Fide Offeror means the person from whom any of the Select Stockholders or the Stockholders has received a bona fide written offer to purchase shares of Common Stock owned by such Select Stockholder or Stockholder.
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Bona Fide Offeror has the meaning set forth in Section 5.9(a) hereof.
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Examples of Bona Fide Offeror in a sentence

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  • The other Member hereby agrees that, upon receipt of such notice, the other Member shall be obligated to sell, contemporaneously with the sale by the Offeree Member of its Interests to the Bona Fide Offeror, all of the other Member’s Interests upon the terms and conditions of such transaction (and otherwise take all necessary action to cause the consummation of the proposed transaction).

  • If the Offeror does not consummate the sale of his or its Shares to the Bona Fide Offeror on such terms and conditions within such 60-day period, the Offeror shall again be required to comply with all of the provisions of this Section 4.

  • The Offering Notice shall be accompanied by a copy of the Bona Fide Offer, shall set forth the name and address of the Bona Fide Offeror and shall offer to sell all such Offered Shares to the Remaining Stockholders at the same price and on the same terms per share set forth in the Bona Fide Offer.

  • The Sale Notice will disclose the number and type of shares of Corporation Securities to be sold, the identity of the Bona Fide Offeror and the terms and conditions of the proposed Transfer and that the Bona Fide Offeror to such Transfer has indicated in writing that it will execute and deliver a counterpart to this Agreement binding itself as a Stockholder to the terms hereof upon the consummation of such proposed Transfer.

  • If such matching offer is not made within said ten (10) day period, the Initiating Member is free to sell the Membership Interest on the terms of the Bona Fide Offer to the Bona Fide Offeror, free of the rights under this part A of the other Member(s) and such other Member(s) agree to provide an estoppel acknowledging such fact to the Initiating Member and such Offeror upon request.

  • If the Bona Fide Offer Notice shall ------------------------- not be timely accepted as provided in Section 4.3.1 and therefore expires, then the Offeror may sell his or its Shares to the Bona Fide Offeror within 60 days from the date of the date set forth in Section 4.3.1 hereof upon the terms and conditions set forth in the Bona Fide Offer.

  • Such notice will disclose the number and type of shares of Corporation Securities to be sold, the identity of the Bona Fide Offeror and the terms and conditions of the proposed Transfer and shall contain such other information as would be required (or as ACAS may subsequently request) to enable ACAS to determine whether such proposed offer is a Bona Fide Offer.

  • If the Notice of Acceptance is not delivered to the Selling Shareholder within the period of time specified in Section 3.4.2, the Selling Shareholder may, within 90 days of the last day on which the Notice of Acceptance could have been given, transfer the Offered Shares to the Bona Fide Offeror on terms and conditions not more favorable to the proposed transferee than the terms and conditions set forth in the Offer Notice; provided that Section 6.8 hereof is complied with by the Bona Fide Offeror.

  • Any Bona Fide Offeror who purchases --------------------- Shares pursuant to Section 4 or otherwise becomes the owner of the Shares shall be deemed to have consented to his Shares being subject to and governed by the terms of this Agreement and shall have all of the rights and obligations of a Shareholder under this Agreement from the date of his or its purchase.


More Definitions of Bona Fide Offeror

Bona Fide Offeror means the person or persons making the Bona Fide Offer.
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Bona Fide Offeror has the meaning set forth in Section 10.2(a).
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Related to Bona Fide Offeror

  • Bona Fide Offer means an actual or genuine offer which includes a specific wage or a training opportunity at a specified place when used to determine whether the parent has refused an offer of training or employment.

  • Bona fide purchaser means a purchaser of property for value who was not knowingly a party to fraud or illegality affect- ing the interest of the spouses or other parties to the transaction, does not have notice of an adverse claim by a spouse and acted in the transaction in good faith.

  • Offeror means a Person who has announced a current intention to make or is making a Take-over Bid.

  • Proposed Purchaser shall have the meaning set forth in Section 5.7(a).

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

  • Third Party Offer has the meaning set out in Section 6.4;

  • Proposed Transferee has the meaning set forth in Section 2.4(a).

  • Third Party Purchaser means any Person who, immediately prior to the contemplated transaction, (a) does not directly or indirectly own or have the right to acquire any outstanding Common Stock or (b) is not a Permitted Transferee of any Person who directly or indirectly owns or has the right to acquire any Common Stock.

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

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

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

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

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Sale Notice has the meaning set forth in Section 3.04(b).

  • Bona Fide Request (BFR) means the process described in Attachment 08 – Bona Fide Request (BFR).

  • Proposed Transfer means any assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition of or any other like transfer or encumbering of any Transfer Stock (or any interest therein) proposed by any of the Stockholders.

  • Prospective Purchaser shall have the meaning set forth herein in Section 2.2(a).

  • Proposed Sale has the meaning set forth in Section 2.4(a).

  • Proposed Transaction is defined in Section 6.2(a).

  • pre-emptive offer means an offer of equity securities open for acceptance for a period fixed by the Directors to holders (other than the Company) on the register on a record date fixed by the Directors of ordinary shares in proportion to their respective holdings but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory;

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Transfer Notice Date has the meaning given to it in Section 2.06.

  • Bona Fide Request (BFR) is the process described in the applicable Appendix UNE.

  • Offering Notice shall have the meaning set out in Section 3.1;

  • Repurchase Offer shall have the meaning specified in Section 11.1(b).

  • Co-Sale Notice shall have the meaning ascribed to it in Section 4.5.