Shopping Partner definition
Examples of Shopping Partner in a sentence
Notwithstanding the foregoing, such other Partners shall not be required to participate in the Drag-Along Transaction unless the proposed purchaser(s) agree to acquire all of the Drag-Along Interests on the same terms and conditions as is set forth for the Offered Interest in the Bona Fide Offer or as is given to the Shopping Partner for the Shopped Interest, as applicable.
If any other Partner timely elects to participate in the Tag-Along Transaction, the Offering Partner or Shopping Partner, as applicable, shall not effect the Tag-Along Transaction unless the proposed purchaser(s) agree to acquire all of the Tag-Along Interests on the same terms and conditions as is set forth for the Offered Interest in the Bona Fide Offer or as is given to the Shopping Partner for the Shopped Interest, as applicable.
In the event that one or more of the other Partners timely elect to exercise the Right of First Look, the electing Partners shall purchase the Shopped Interest in proportion to the respective interests that they own in the Partnership (disregarding the interests in the Partnership owned by the Shopping Partner and any non-electing Partners), unless they otherwise mutually agree.
In the event that the Shopping Partner has not sold or entered into a binding obligation to sell the Shopped Interest prior to expiration of the Shopping Notice, the procedures set forth in this Section 10.3 shall be repeated in the event that the Shopping Partner desires to continue marketing all or any portion of the Shopped Interest.
In the event that a Partner (including an Offering Partner or Shopping Partner) violates, or attempts to threatens to violate, the requirements of this Article X, the other Partners shall, to the extent permitted by applicable law, be entitled to (i) obtain injunctive relief, (ii) obtain a decree compelling specific performance, and/or (iii) obtain any other remedy legally allowed to them.
The Right of First Look may be exercised by any one or more of the other Partners by delivery of written notice to the Shopping Partner, with copies to the other Partners, prior to the expiration of the Shop Period.
The other Limited Partners shall have the sole and exclusive right (the "Right of First Look") for a period of 45 days following the date on which the Shopping Notice is given to them (the "Shop Period") to elect to purchase from the Shopping Partner, on the same terms and conditions as are set forth in the Shopping Notice, all, but not less than all, of the portion of the Shopping Partner's interest in the Partnership that is covered by the Shopping Notice (the "Shopped Interest").
The other Partners shall have the sole and exclusive right (the “Right of First Look”) for a period of 45 days following the date on which the Shopping Notice is given (the “Shop Period”) to elect to purchase from the Shopping Partner, on the same terms and conditions as are set forth in the Shopping Notice, all, but not less than all, of the portion of the Shopping Partner’s interest in the Partnership that is covered by the Shopping Notice (the “Shopped Interest”).
In the event that the Shopping Partner has not sold or entered into a binding obligation to sell the Shopped Interest prior to expiration of the Shopping Notice, the procedures set forth in this Section 11.8 shall be repeated in the event that the Shopping Partner desires to continue marketing all or any portion of the Shopped Interest.
In the event that a Partner (including an Offering -------- Partner or Shopping Partner) violates, or attempts to threatens to violate, the requirements of this Article X, the other Partners shall, to the extent permitted by applicable law, be entitled to (i) obtain injunctive relief, (ii) obtain a decree compelling specific performance, and/or (iii) obtain any other remedy legally allowed to them.