Named Third Party definition
Examples of Named Third Party in a sentence
If the Tag-Along Stockholders do not send a Participation Notice during the Participation Period or otherwise decline to participate in the proposed Transfer, the Transferring Stockholder shall be permitted to consummate a transaction with the Named Third Party on substantially the same terms as the terms set forth in the Transfer Notice, provided that the closing of such transaction occurs within ninety (90) days after the delivery of the Transfer Notice.
The certificate(s) (or evidence of delivery of uncertificated Common Shares) delivered to the Transferring Stockholder (or the Transferring Stockholder’s designee) by the Tag-Along Stockholders shall be transferred to the Named Third Party as part of the consummation of the Transfer of Common Shares pursuant to the terms and conditions specified in the Transfer Notice and the Consummation Notice.
If either the actual Third Party Terms or the Named Third Party varies from those specified in the Notice of First Refusal, DTI shall be required to give to MRE a new Notice of First Refusal Rights, and MRE shall have another opportunity to exercise its first refusal rights as provided above.
If MRE does not meet such conditions through no fault of DTI, DTI shall be free to make a Grant of DTI Rights, but only to the Named Third Party and only on the same terms and conditions as the Third Party Terms specified in the Notice of First Refusal Rights.
Accordingly, DTI shall give written notice to MRE (the "Notice of First Refusal Rights") of the terms and conditions (the "Third Party Terms") on which it has agreed, subject to MRE's right of first refusal, to make any Grant of DTI Rights, which Notice shall identify the proposed third party recipient of such Grant unless DTI is prohibited from doing so by a confidentiality agreement or by law (the "Named Third Party").