ROFO Sale definition

ROFO Sale has the meaning set forth in Section 2.2(a).
ROFO Sale is defined in Section 10.06(e).
ROFO Sale has the meaning set forth in Section 4.05(b).

Examples of ROFO Sale in a sentence

  • The obligation of the Recipient(s) to pay the purchase price in connection with a ROFO Sale or ROFR Sale shall be conditioned upon the Interest being transferred free and clear of all liens, claims and encumbrances, other than permitted liens, claims and encumbrances that were waived by the Recipient(s) and deducted in determining the applicable price of the Interest and permitted liens, claims and encumbrances securing indebtedness of the Partnership or the Investment Entities.

  • The closing of such ROFO Sale shall be held no later than sixty (60) days from the date the Recipient(s) deliver the ROFO Election (the “ROFO Closing Period”).

  • If the applicant’s installation or equipment is known to be hazardous or of such character that satisfactory service cannot be given (the Cooperative’s specifications are based on the American National Standards Institute, Inc.

  • Except for brokers engaged by the Partnership in connection with a Forced Sale, no brokerage fees or commissions shall be payable by the Partnership in connection with any ROFO Sale or ROFR Sale, and each Partner shall indemnify and hold harmless the Partnership and the other Partners from and against any such claims made based upon the actions of such Partner, including any fees and expenses in defending any such claims.

  • Such ROFO Sale shall be on an “as is” and “where is” basis with no representations or warranties other than the Required Representations.

  • The ROFO Initiation Notice shall state the number and type of Shares the Initiating ROFO Seller intends to Transfer (the “ROFO Shares”), the proposed minimum cash purchase price therefor and a summary of the other terms of the proposed ROFO Sale.

  • The period prior to the ROFO closing date, including any due diligence inspections, and the closing under the Right of First Offer shall be conducted in accordance with the terms of the ROFO Sale Offering.

  • Manufactured Home Replacement: The Program will provide awards necessary to replace the damaged MHU, including demolition and removal of the original structure.

  • No Initiating ROFO Seller or its Affiliates shall have any liability to any other Holder arising from, relating to, or in connection with the terms and conditions of any ROFO Sale or the pursuit, consummation, postponement, or abandonment of such ROFO Sale, except to the extent that such Initiating ROFO Seller shall have failed to comply with the provisions of this Article II.

  • The Initiating ROFO Seller(s) in any ROFO Sale shall, in its sole discretion, decide the terms and conditions of such ROFO Sale and whether or not to pursue, consummate, postpone or abandon such ROFO Sale.


More Definitions of ROFO Sale

ROFO Sale means (a) if after the 5-year anniversary of the Closing and prior to the Initial Public Offering, then any transfer of Shares other than pursuant to Section 3.2, Section 3.4 or Section 3.5 and (b) if after the Initial Public Offering, then any transfer of Shares other than pursuant to Section 3.2, Section 3.4, Section 3.5, Section 3.7 or Article IV, in each case unless a Control Event has occurred, in which case no transfer of Shares shall be a ROFO Sale.
ROFO Sale has the meaning set forth in Section 3.09(a).
ROFO Sale has the meaning set forth in Section 17.4.
ROFO Sale shall have the meaning provided in Section 12.5(a).
ROFO Sale has the meaning set forth in Section 2.2(a). (zz) “ROFO Sale Period” has the meaning set forth in Section 2.2(d). (aaa) “ROFO Shares” has the meaning set forth in Section 2.2(a).

Related to ROFO Sale

  • ROFO Period is defined in Section 6.1(a).

  • ROFR means a right of first refusal to purchase or a right of first offer to purchase one or more of the Mortgaged Properties pursuant to a recorded instrument (or a memorandum thereof) encumbering the applicable Mortgaged Property.

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

  • ROFO Notice is defined in Section 6.2(a).

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

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

  • Approved Sale has the meaning set forth in 2.1(d).

  • First Offer has the meaning set forth in Section 3.9(e)(1) or Section 11.1(b)(i), as applicable.

  • Disposition Notice is defined in Section 5.2(a).

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

  • ROFR Notice has the meaning set forth in Section 3.02(d).

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

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

  • First Refusal Right means the right granted to the Corporation in accordance with Article E.

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

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

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

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Buy-Sell Notice shall have the meaning set forth in Section 12.1(a).

  • 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.

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

  • Offer Shares shall have the meaning ascribed to it in Section 2.4.1.

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

  • Transferring Member has the meaning set forth in Section 9.4.

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