Proposed Offer definition

Proposed Offer has the meaning ascribed to such term in Section 4(c)(ii).

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Proposed Offer means the proposed initial public offering of the Equity Shares, authorized and approved by the Board of Directors and Shareholders of the Company pursuant to the resolutions dated February 13, 2023 and March 20, 2023, respectively, comprising of a fresh issue aggregating up to ₹2,250 million by the Company and an offer for sale of Equity Shares by certain selling shareholders.”

Proposed Offer has the meaning set forth in Section 6.3(c)(ii).

Examples of Proposed Offer in a sentence

• In order to exercise its Dragged Asset Sale Right, Apollo’s ROFO Notice must have specified that Apollo was considering a Dragged Asset Sale and provided that a Proposed Offer may include a proposed sale of assets and assumption of liabilities, and Apollo must deliver written notice of such proposed Dragged Asset Sale (the “Dragged Asset Sale Notice”) to the Company and each Dragged Asset Sale Holder within 150 days after the date of such ROFO Notice.

• If the Transferring Holder has not consummated a Permitted ROFO Transfer (or has not entered into an agreement with respect thereto) within such 120 day period, the Transferring Holder shall not thereafter Transfer any Common Shares (including such Offered Shares), whether pursuant to a Proposed Offer or otherwise, without first providing a new ROFO Notice to the ROFO Offerees in the manner provided above, and such proposed Transfer shall again be subject to the requirements of this Section 4(c).

• Schering shall then respond in writing to Techniclone within ten (10) days after receipt of such New Proposed Offer notice indicating whether Schering desires to commence negotiations with respect to same, and if Schering so indicates its desire to commence such negotiations, Schering shall have the right to cause Techniclone to enter into negotiations for thirty (30) days (or such longer period as the Parties may agree), and Techniclone's rights shall be determined accordingly.

• Techniclone has confirmed to Schering its willingness to enter into a License and Development Agreement in respect of the VTA Technology in accordance with the terms set out in Exhibit D (the "Proposed Offer").

• Material terms include the following: Proposed Offer: Each holder the Company’s existing indebtedness or securities as discussed above (“Security Holder”) shall be eligible to receive (i) preferred equity of the Company; and (ii) warrants to purchase common stock of the Company as per the terms and conditions described below.

• If the Transferring Holder has not consummated a Permitted ROFO Transfer (or has not entered into an agreement with respect thereto) within such 120 period, the Transferring Holder shall not thereafter Transfer any Common Shares (including such Offered Shares), whether pursuant to a Proposed Offer or otherwise, without first providing a new ROFO Notice to the ROFO Offerees in the manner provided above, and such proposed Transfer shall again be subject to the requirements of this Section 4(c).

• If the Company and the Investors do not purchase all (and, as amongst themselves, not less than all) of the Offered Shares, the Offered Shares may be sold by the Selling Stockholder to the Proposed Transferee at any time within [180] [90] days after the date the Offer was made pursuant to the Proposed Offer Sale.

• Any sale of the Hotel Property to a Person other than the Responding Partner as a result of a Proposed Offer shall be in accordance with the Terms or terms that are less favorable to the buyer than the Terms.

• In the event that the Transferring Member has not consummated a Permitted Transfer, or has not entered into a definitive agreement regarding a Permitted Transfer, within such 120 day period, the Transferring Member shall not thereafter Transfer any Units (including such Offered Units), whether pursuant to a Proposed Offer or otherwise, without first providing a new Transfer Notice to the Offerees in the manner provided above.

• The Parties undertake to maintain strictly confidential the existence and contents of the Proposed Offer and of the Agreement until the Company has made the Proposed Offer public.

More Definitions of Proposed Offer

Proposed Offer is defined in Section 21.2(a).

Proposed Offer means the potential takeover offer (which may be implemented by way of a Takeover Offer or a Scheme) to be made by the Borrower to acquire the entire issued and to be issued share capital of the Target pursuant to the Code; Repeating Representations means each of the representations and warranties set out in clauses 16.2 (Status), 16.3 (Binding Obligations), 16.4(a) and (b) (Non-Conflict with Other Obligations), 16.5 (Power and Authority) to clause 16.7 (Governing Law and Enforcement) (inclusive) and clause 16.10 (No Default); Scheme means a scheme of arrangement under Part 26 of the Companies Act 2006 Security means a mortgage, charge, pledge, lien or other security interest securing any obligation of any person or any other agreement or arrangement having a similar effect; Securities means:

Proposed Offer has the meaning set forth in Section 2.09 hereof.