Fairholme definition
Examples of Fairholme in a sentence
Any Initial Investor may at any time designate in writing one or more financial institutions with a corporate investment grade credit rating (from S&P or ▇▇▇▇▇’▇) to make a substantially similar undertaking as that provided herein and, upon the receipt of such an undertaking by the Company in form and substance reasonably satisfactory to the Company, such Initial Investor shall be released from its obligations under this Agreement, the Fairholme Agreement or the Pershing Agreement, as applicable.
Each Holder shall coordinate with other Holders and the Brookfield Holders and the Fairholme Holders such that the total number of days that the Company will be subject to such restrictions (including similar restrictions pursuant to any registration rights agreements with the Brookfield Holders and the Fairholme Holders) as may be in effect in any 365-day period shall not exceed 120 days.
The Company will (i) provide additional due diligence information to prospective acquirers and/or investors (including REP, Brookfield, Fairholme, and Pershing), to the extent that they have not previously received such information or new information becomes available, and (ii) negotiate documentation of proposals selected for the second round.
Each Holder shall coordinate with other Holders and the Fairholme Holders and the Pershing Holders such that the total number of days that the Company will be subject to such restrictions (including similar restrictions pursuant to any registration rights agreements with the Fairholme Holders and the Pershing Holders) as may be in effect in any 365-day period shall not exceed 120 days.
The Distributor may receive compensation from Fairholme Capital Management, L.L.C. (“Manager”) related to its services hereunder or for additional services all as may be agreed to between the Manager and the Distributor.
For the purposes of this Section 1.4, “Clawback Percentage” means, for each Purchaser under this Agreement and the Fairholme Agreement, the quotient (expressed as a percentage) of (a) the number of Clawback Shares such Purchaser is purchasing at Closing divided by (b) all the Clawback Shares purchased at Closing under this Agreement and the Fairholme Agreement.
No election by the Company pursuant to Section 1.4 shall be made unless the Company is making a similar election under the Fairholme Agreement, such that each of the aggregate number of Shares required to be purchased at Closing is allocated as among each Purchaser and among each of the Fairholme Purchasers under the Fairholme Agreement in accordance with the applicable GGP Pro Rata Share.
For the convenience of the Client, Fairholme reserves the right to deliver electronically any additional Account communications that are not required by law to be delivered in writing.
Notwithstanding the foregoing, solely with respect to the exercise any time prior to the date that is 180 days prior to the Expiration Time of any Warrant beneficially owned at the time of exercise by a Fairholme Investor, such Fairholme Investor must have delivered written notice of its intent to exercise such Warrant to the Company not less than 75 calendar days prior to the date of exercise of such Warrant and no exercise of such Warrant shall be effective until such 75-day period has lapsed.
Except as otherwise provided in this Agreement, any notice or other communication required by or permitted to be given in connection with this Agreement will be in writing and will be delivered in person or sent by first class mail, postage prepaid or by prepaid overnight delivery service to the respective parties as follows: If to the Fund: If to the Manager: Fairholme Funds, Inc.