Purchase Offeror definition

Purchase Offeror has the meaning set forth in Section 4.1(b) of this Agreement.
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Purchase Offeror shall have the meaning ascribed to it in Section ---------------- 3.5(a) of this Agreement.
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Examples of Purchase Offeror in a sentence

  • In the event of a Prohibited Transfer, the Investor shall have the right to sell to the selling Principal Stockholder(s) a number of shares of Common Stock (either directly or through delivery of convertible Preferred Stock) equal to the number of shares the Investor would have been entitled to transfer to the Purchase Offeror in the Prohibited Transfer pursuant to the terms hereof.

  • To the extent that any Purchase Offeror prevents such assignment or otherwise refuses to purchase shares from the Investor, the Principal Stockholder(s) shall not sell to such Purchase Offeror unless and until, simultaneously with such sale, the Principal Stockholder shall purchase such shares from the participating Investor.

  • The number of Tagalong Shares which the Noncontrolling Shareholder may request the Controlling Shareholders to transfer to the Purchase Offeror pursuant to the Tagalong Notice shall not exceed a number equal to (i) the quotient of the number of Offered Shares divided by the number of all Shares held by the Noncontrolling Shareholders multiplied times; (ii) the number of Shares held by the Controlling Shareholder.

  • Except as otherwise described in the Offer to Purchase or in the Offer Agreement (as defined in the Offer to Purchase), Offeror also reserves the absolute right to waive any defect or irregularity in any tender of Shares of any particular shareholder whether or not similar defects or irregularities are waived in the case of other shareholders.

  • The Controlling Shareholders shall not be obligated to transfer any of the Noncontrolling Shareholder’s Shares to the Purchase Offeror, but if the Controlling Shareholders do transfer any Shares, then the Controlling Shareholders must include the Tagalong Shares in the transfer.

  • Each Noncontrolling Shareholder shall have the right to give notice (a “Tagalong Notice”) to the Managing Shareholder and to the Controlling Shareholders requesting that the Controlling Shareholders cause a number of that Noncontrolling Shareholder’s Shares to be transferred to the Purchase Offeror at the same price and on the same terms and conditions as contained in the Offer Notice.

  • Should any of the Principal Stockholders propose to accept one or more bona fide offers (collectively, a "Purchase Offer"), from any persons to purchase shares of the Company's Common Stock from such Principal Stockholder (a "Purchase Offeror"), then the Principal Stockholder or Principal Stockholders shall promptly notify the Investor in writing of the terms and conditions of such Purchase Offer.

  • By instructing your securities intermediary to tender ADSs you will be deemed to recognize that under certain circumstances set forth in the Offer to Purchase, Offeror may terminate or amend the U.S. Offer or may postpone the acceptance for payment of, or the payment for, the Shares represented by ADSs that have been tendered or may accept for payment fewer than all of the Shares represented by ADSs tendered hereby.

  • Under Rule 14d-11 of the Exchange Act and subject to the conditions described in the following paragraph of this Offer to Purchase, Offeror may elect to provide for a subsequent offering period, immediately following the Expiration Date, of not fewer than three business days nor more than twenty business days in length.

  • If a Transferring Stockholder desires to sell his Common Stock to a third party, it will provide Franklin with written notice (the "NOTICE OF TRANSFER") setting forth (i) his bona fide intention to sell such Common Stock, (ii) the number of such shares of Common Stock to be sold, and (iii) the price and terms upon which he proposes to sell such shares of Common Stock; (iv) the name and address of the prospective transferee (the "Purchase Offeror"); and (v) the expected closing date of the transaction.

Related to Purchase Offeror

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

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

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

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

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

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

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

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

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Last best offer package means the offer exchanged by parties not less than 14 days prior

  • 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.

  • Base Offer Segment means a component of a Sell Offer based on an existing Generation Capacity Resource, equal to the Unforced Capacity of such resource, as determined in accordance with the PJM Manuals. If the Sell Offers of multiple Market Sellers are based on a single Existing Generation Capacity Resource, the Base Offer Segments of such Market Sellers shall be determined pro rata based on their entitlements to Unforced Capacity from such resource.

  • Optional Purchase Date As defined in Section 8.01(a) of the Servicing Agreement. Optional Purchase Percentage: 10.00%.

  • 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;

  • Subsequent Financing Notice shall have the meaning ascribed to such term in Section 4.12(b).

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).

  • Purchase Option Notice As defined in Section 3.18(e).

  • Registered Offering Transaction Documents means this Agreement and the Registration Rights Agreement between the Company and the Investor as of the date herewith.

  • Initial Optional Purchase Date The first Distribution Date following the date on which the Aggregate Loan Balance is less than 10.00% of the Cut-off Date Balance.

  • Optional Purchase Price has the meaning set forth in Section 8.1 of the Sale and Servicing Agreement.

  • Offer Price or Purchase (Public Offer) Price means the sum to be paid by the investor for purchase of one Unit, such price to be determined pursuant to this document.

  • First Offer Period has the meaning set forth in Section 13.5.

  • Redemption Notice Date means, with respect to a Redemption, the date on which the Company sends the Redemption Notice for such Redemption pursuant to Section 4.03(F).

  • Founder Shares Purchase Agreement shall have the meaning given in the Recitals hereto.

  • Stock Purchase Date has the meaning specified in the Stock Purchase Contract Agreement.