ROFR Offeror definition

ROFR Offeror has the meaning ascribed thereto in subsection 3.1(a) hereof; “Tag-Along Offeror” has the meaning ascribed thereto in subsection 2.1(a) hereof; “Tag-Along Shares” has the meaning ascribed thereto in subsection 2.1(a) hereof;
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ROFR Offeror shall have the meaning set forth in Section 2.2(a).
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ROFR Offeror shall have the meaning set forth in Section 3.4 hereof.
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Examples of ROFR Offeror in a sentence

  • Within twenty-five (25) days after the ROFR Notice Date, each ROFR Holder may deliver a written notice to the ROFR Offeror Holder, the Company and each other ROFR Holder of its election to purchase up to its full Proportionate Share of the Remaining ROFR Offered Units (the 26th day after the ROFR Notice Date is referred to herein as the “ROFR Expiration Date”).

  • The date that the ROFR Notice is received by the Company shall constitute the “ROFR Notice Date.” Within three (3) Business Days after receipt of the ROFR Notice by the Company, the Company shall send a copy of the ROFR Notice along with a letter indicating the ROFR Notice Date to each of the Class A-1 Members (other than the ROFR Offeror Holder) (each, a “ROFR Holder”).

  • No Gold Purchase Contract or Royalty Agreements entered into after the date hereof shall contain any early termination right of a counter-party thereto triggered by a bankruptcy or insolvency event of an Obligor.

  • Depending on the circumstances, the University Title IX Coordinator also may interview others with relevant knowledge, review documentary materials, and take any other appropriate action to gather and consider information relevant to the grievance.

  • The ROFR Offeror Holder may not accept a Third Party Offer if such offer contains provisions related to any property of the ROFR Offeror Holder other than Units held by the ROFR Offeror Holder or contemplates any consideration for the ROFR Offered Units other than cash in United States dollars.

  • Each ROFR Holder shall make representations and warranties to the Company or such ROFR Offeror Holder concerning its status as an Accredited Investor and its acquisition of such ROFR Offered Units for investment purposes and without a view to distribution thereof.

  • The ROFR Offeror Holder also agrees to execute and deliver any such instruments and documents and take any such actions, including obtaining all applicable approvals and consents and making all applicable notifications and filings, as the purchasing ROFR Holders may reasonably request in order to effectively implement the purchase and sale of the ROFR Offered Units hereunder.

  • Notwithstanding the foregoing, if (i) the Company and the ROFR Holders shall not have elected to purchase all of the ROFR Offered Units on or prior to the ROFR Expiration Date, then the ROFR Offeror must comply with the terms of Section 6.5 prior to Transferring any of the ROFR Offered Units to any Person.

  • No sale may be made by the ROFR Offering Holder to any ROFR Offeror if such sale would constitute a Prohibited Transfer or unless and until such ROFR Offeror executes and delivers to the Company a Joinder Agreement in accordance with Section 2.15 hereof.

  • If the Third Party Offer provides for non-cash consideration to be paid to the ROFR Offeror, the Notice must specify the ROFR Offeror’s good faith estimate of the cash equivalent of such non-cash consideration, which estimate, if not accepted by the Offeree, will be submitted to arbitration for final determination pursuant to Section 4.11.


More Definitions of ROFR Offeror

ROFR Offeror shall have the meaning ascribed thereto in Section 9.5(a).
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Related to ROFR Offeror

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

  • 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.

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

  • Offered Shares has the meaning set forth in Section 3.02(a).

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

  • Offeror means a Person who has announced a current intention to make or is making a Take-over Bid.

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

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

  • Third Party Offer has the meaning set out in Section 6.4;

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

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

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

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

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

  • Offered Interests has the meaning set forth in Section 8.5(a).

  • Offered Units has the meaning set forth in Section 9.03(a)(i).

  • Offered Interest has the meaning set forth in Section 11.2.1.

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

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

  • Term SOFR Notice means a notification by the Administrative Agent to the Lenders and the Borrower of the occurrence of a Term SOFR Transition Event.

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

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

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

  • Minimum Offering Notice means a written notification, signed by Broker, pursuant to which the Broker shall represent (1) that subscriptions for the Minimum Offering have been received, (2) that, to the best of Broker’s knowledge after due inquiry and review of its records, Cash Investment Instruments in full payment for that number of Shares equal to or greater than the Minimum Offering have been received, deposited with and collected by NCPS, (3) and that such subscriptions have not been withdrawn, rejected or otherwise terminated, and (4) that the Subscribers have no statutory or regulatory rights of rescission without cause or all such rights have expired.

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