Competing Bids Sample Clauses

Competing Bids. If this agreement is the first agreement the Seller has accepted regarding the subject property, the Seller, subject to court approval, hereby agrees that the Buyer may match the proposed purchase price of any third party offer. In order to bring this paragraph into effect, Buyer must notify the Seller within 24 hours of receipt from the Seller of written notice of the third party’s offer. The Buyer’s notice shall be in writing and state that the Buyer needs to meet or exceed the third party’s price and other terms. Price increases must be in increments of not less than one percent of the original offer. If an offer is received within 24 hours of the court hearing date, the court may have the proposed purchasers submit in writing their last, highest, and best offers at or following the hearing to approve the sale.
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Competing Bids. This Agreement is subject to approval by the Bankruptcy Court and the consideration by Sellers of competing offers (each a “Competing Bid”). From the date hereof (and any prior time) and until the deadline contained in the Procedures Order for the submission of a Competing Bid, Sellers are permitted to cause its representatives and Affiliates to initiate contact with, solicit or encourage submission of any inquiries, proposals or offers by, any Person (in addition to Purchaser and its Affiliates, agents and representatives) in connection with any sale or other disposition of any or all of the Purchased Assets or any other form of Alternative Transaction. In addition, Sellers shall be permitted in accordance with the Procedures Order to respond to any inquiries or offers to purchase all or any part of the Purchased Assets and perform any and all other acts related thereto which are required or permitted under the Bankruptcy Code or other applicable Law, including, without limitation, supplying information relating to the business and the assets of Sellers to prospective purchasers.
Sample 1
Competing Bids. This Agreement and the transactions contemplated hereby are subject to Sellers’ right and ability to consider higher or better competing bids with respect to the Business and the Purchased Assets in accordance with the Procedures Order. In furtherance thereof, Seller shall have the right to, and may cause its Representatives and Affiliates to, (a) initiate contact with, solicit or encourage submission of any inquiries, proposals, offers or bids by, and negotiate with, any Person (in addition to Buyer and its Affiliates) in connection with any sale or other disposition of the Purchased Assets and (b) respond to any request for information or due diligence inquiry, or make management available for such purposes, to any such Person. 6.7
Sample 1
Competing Bids. ‌ County may elect to or may be required to solicit and receive bids from third parties to perform services that Supplier may be capable of performing as Optional Work. Notwithstanding anything to the contrary in this Section 2.12 (Optional Work), County may require Supplier to submit its Optional Work proposal in the form or format specified for such solicitation. If County elects to contract with a third party for services that Supplier may have performed as Optional Work, (A) such Optional Work shall not be deemed “Services” under the provisions of this Agreement, and (B) Supplier shall cooperate with such third party as provided in Section 6 (Relationship Management) of this Agreement.
Sample 1
Competing Bids. The Sellers shall not have received any higher or better offers at the Bankruptcy Court hearing (the "Hearing") on the approval of the Sale; provided, however, that any bids submitted at the Hearing must be made subject to bidding procedures approved by Order of the Bankruptcy Court (the "Bidding Procedures").
Sample 1
Competing Bids. Seller shall not have received any higher or better offers by the conclusion of the District Court hearing on the approval of a Contemplated Transaction (the "Sale Hearing"); provided, however, that any bids must be made subject to bidding procedures approved by order of the District Court. To be considered a higher and better offer, competing bids made at the Sale Hearing must satisfy all of the following: (i) as a prerequisite to making an offer, each bidder (except Buyer) must provide to counsel for the Trustee no later than the business day before the Sale Hearing, a deposit in the amount of $1,300,000 (10% of the cash portion of the Purchase Price) in available funds, plus financial information to the Trustee evidencing, in the Trustee's judgment, that such bidder has the ability to comply with the terms and conditions of this Agreement as it may be modified at the Sale Hearing (the "Modified Agreement"), including but not limited to the Successful Bidder's ability to (1) pay, at Closing of the Modified Agreement, the full balance of the consideration specified in the Modified Agreement, and (2) consummate the transaction contemplated by the Modified Agreement on the Closing Date of the Modified Agreement; (ii) the initial competing bid at the Sale Hearing (the "Initial Bid") must be in an amount at least $1,500,000 (inclusive of the Break Up Fee as defined in Section 9.4) more than the cash portion of the Purchase Price (i.e., $14,500,000); (iii) if an Initial Bid is accepted by the Trustee, each bid thereafter must be in an amount no less than $500,000 more than the last bid accepted by the Trustee; (iv) other than the cash portion of the Purchase Price, each bid must conform to all terms and conditions of the Modified Agreement, including with respect to Assumed Liabilities and Excluded Assets; (v) the maker of the last bid (1) accepted by the Trustee after no further offers are received, and (2) approved by the District Court, shall be the Successful Bidder, and shall stipulate and agree on the record in open court at the Sale Hearing to be bound by all the terms of the Modified Agreement. Any offer that fails to meet these factors, as they may be modified by the District Court, shall be deemed to be not a higher and better offer.
Sample 1
Competing Bids. (a) On or before August 7, 1998 (the "Bidding Deadline"), third parties may submit proposals for Competing Transactions ("Competing Bids"), which proposals shall be delivered to such Seller and such other parties as may be specified in the Procedures Order. In order for any Seller to consider any Competing Bid, the Competing Bid must be: (i) in writing; (ii) identical in all material respects to the terms set forth in this Agreement (except that no other Person shall be entitled to the Purchaser's Liquidated Damages or to the expense reimbursement provided for in Section 6.05), the Ancillary Agreements and the Master Lease; (iii) accompanied by a deposit in cash or collected funds in the amount of $5,000,000 to be held by Seller; (iv) accompanied by evidence satisfactory to Seller, in its sole discretion that the bidder has sufficient financial resources to complete the transactions contemplated by this Agreement; and (v) reflect a cash purchase price of at least $178,000,000. If more than one Competing Bid is made before the Bidding Deadline, Sellers shall determine the Competing Bid that provides the greatest value to, and is in the best interests of the estate, which bid shall be the "Qualifying Competing Bid" for purposes of clauses (b) and (c) below.
Sample 1
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Competing Bids. A “competing bid” shall mean a bid from a third party made public during the validity period of another bid. If the previous bid is not revoked or amended after the competing bid is made, the validity period of the former shall be extended to accord with that of the competing bid. If a competing bid is made, shareholders who have accepted a conditional voluntary bid, cf. paragraph 4 of Article 101, may withdraw their acceptance at any time during the bid validity period if the offeror has not publicly announced, before the proposed competing bid is announced, that the offeror has waived all the conditions set in the bid or that all conditions have been met.
Sample 1
Competing Bids. This Agreement and the transactions contemplated hereby are subject to the Sellers’ right and ability to consider higher or better competing bids with respect to the Business and the Purchased Assets pursuant to the Bid Procedures, as approved by the Bid Procedures Order. In accordance with the Bid Procedures, until the conclusion of the Auction, the Sellers shall have the right to, and may cause their Representatives and Affiliates to, (a) initiate contact with, solicit or encourage submission of any inquiries, proposals, offers or bids by, and negotiate with, any Person (in addition to the Purchaser and its Affiliates and Representatives) in connection with any sale or other disposition of the Purchased Assets or any Alternative Transaction; (b) respond to any request for information or due diligence inquiry, or make management available for such purposes, to any such Person; and (c) furnish any information with respect to, or assist or participate in, or facilitate in any other manner, any effort or attempt by any Person to do or seek to do any of the foregoing.
Sample 1

Related to Competing Bids

  • Competing Business “Competing Business” means any depository, wealth management or trust business company or holding company thereof (including without limitation, any start-up bank or bank in formation) operating anywhere within the Covered Area.

  • Submitting Competitive Bids (i) The Administrative Agent shall promptly notify each Lender of each Bid Request received by it from the Borrower and the contents of such Bid Request.

  • Competitive Bid Procedure (a) In order to request Competitive Bids, the Borrower shall hand deliver or telecopy to the Administrative Agent a duly completed Competitive Bid Request in the form of Exhibit E-1, to be received by the Administrative Agent (i) in the case of a LIBOR Competitive Borrowing, not later than 10:00 a.m., New York City time, four Business Days before a proposed Competitive Borrowing and (ii) in the case of a Fixed Rate Borrowing, not later than 10:00 a.m., New York City time, one Business Day before a proposed Competitive Borrowing. No ABR Loan shall be requested in, or made pursuant to, a Competitive Bid Request. A Competitive Bid Request that does not conform substantially to the format of Exhibit E-1 may be rejected in the Administrative Agent's sole discretion, and the Administrative Agent shall promptly notify the Borrower of such rejection by telecopier. Such request for Competitive Bids shall in each case refer to this Agreement and specify (i) whether the Borrowing then being requested is to be a LIBOR Borrowing or a Fixed Rate Borrowing, (ii) the date of such Borrowing (which shall be a Business Day) and the aggregate principal amount thereof, which shall be in a minimum principal amount of $10,000,000 and in an integral multiple of $5,000,000, and (iii) the Interest Period with respect thereto (which may not end after the Maturity Date). Promptly after its receipt of a Competitive Bid Request that is not rejected as aforesaid, the Administrative Agent shall invite by telecopier (in the form set forth in Exhibit E-2) the Lenders to bid, on the terms and subject to the conditions of this Agreement, to make Competitive Loans pursuant to the Competitive Bid Request.

  • Requesting Competitive Bids The Company may request the submission of Competitive Bids by delivering a Bid Request to the Administrative Agent not later than 12:00 noon (i) one Business Day prior to the requested date of any Bid Borrowing that is to consist of Absolute Rate Loans, or (ii) four Business Days prior to the requested date of any Bid Borrowing that is to consist of Eurocurrency Margin Bid Loans. Each Bid Request shall specify (i) the requested date of the Bid Borrowing (which shall be a Business Day), (ii) the aggregate principal amount of Bid Loans requested (which must be $10,000,000 or a whole multiple of $1,000,000 in excess thereof), (iii) the Type of Bid Loans requested, (iv) the requested currency and (v) the duration of the Interest Period with respect thereto, and shall be signed by a Responsible Officer of the Company. No Bid Request shall contain a request for (i) more than one Type of Bid Loan or (ii) Bid Loans having more than three different Interest Periods. Unless the Administrative Agent otherwise agrees in its sole and absolute discretion, the Company may not submit a Bid Request if it has submitted another Bid Request within the prior five Business Days.

  • Competitive Products Competitive Products" means products that serve the same function as, or that could be used to replace, products the Company provided to, offered to, or was in the process of developing for a present, former, or future possible customer/partner at any time during the twelve (12) months immediately preceding the last day of Participant's employment (or at any time during Participant's employment if Participant was employed for less than 12 months), with which Participant had direct responsibility for the sale or development of such products or managing those persons responsible for the sale or development of such products.

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