Offering Party definition

Offering Party means any Person making a bona fide inquiry, offer or proposal to acquire, directly or indirectly, (a) all or substantially all of the assets subject to the Trust Agreements or (b) all or substantially all of the Transferred Interests or (c) a combination thereof.

Offering Party has the meaning set forth in Section 6.1(a)

Offering Party shall have the meaning set forth in Section 5.6(b).

Examples of Offering Party in a sentence

• Any interested buyer with enough capital can initiate an offer to acquire all (but not less than all) Drag- Along Tokens (the "Offering Party") from the other Drag-Along Token Holders (the "Selling Parties") for a specific price per Share (the "Offering Price", together with the further terms, the "Acquisition Offer") by calling the "makeAcquisitionOffer" function in the Drag-Along Smart Contract, subject to a non-reimbursable software license fee payable as defined in the source code.

• The Offering Party may trigger the 'execution' function on the Offer Contract to enforce the acquisition at any time during the Voting Period or the Execution Period.

• The Offering Party can cancel the offer at any time, calling the respective function on the Offer Contract.

• The Insurance Agreement is concluded on the basis of a written proposal, on a form of the Insurer, which is submitted by the Offering Party.

• During the Voting Period any Drag-Along Token Holder (including the Offering Party) may call the functions 'voteYes' and 'voteNo' to vote on the Drag- Along Offer.

More Definitions of Offering Party

Offering Party has the meaning set forth in Section 8.2.2.

Offering Party shall have the meaning ascribed thereto in Section 14.13(a) hereof.

Offering Party has the meaning ascribed to such term in Section 2.1(d).

Offering Party has the meaning specified in Section 15.3(a) hereof.

Offering Party intends to grant a license, assign or otherwise dispose of its rights in any [***] to a Third Party under such Party’s interest in such [***] for the development and/or commercialization of a Product, the Offering Party will first provide the other Party notice of such intent and offer to such Party a right of first negotiation together with proposed terms for such a license (a “ROFN Notice”). Such Party will have [***] calendar days from the date such Party receives a ROFN Notice to send notice to the Offering Party of such Party’s desire to exercise its right of first negotiation (a “Negotiation Notice”). If (i) such Party does not timely deliver a Negotiation Notice to the Offering Party, or (ii) such Party timely delivers a Negotiation Notice to the Offering Party but the Parties cannot agree on the terms of such a license by the [***] calendar day after the date the Offering Party receives such Negotiation Notice, then the Offering Party may grant a license to a Third Party under such Offering Party’s interest in such [***] for the development and/or commercialization of a Product on terms [***]. Each Party will promptly disclose to the other Party in writing, and will cause its Affiliates to so disclose, the discovery, invention or creation of any Novartis Program Technology, Akcea Program Technology or Jointly-Owned Program * ***Confidential Treatment Requested

Offering Party means any JD Competitor that offers to conduct any Financing with JD Competitor or Change of Control Transaction with JD Competitor with any Group Company, or that offers to conduct any Share Sale with JD Competitor with any Shareholder of the Company (other than JD);

Offering Party in relation to a Shareholder’s right of first refusal, has the meaning given to it in Clause 3.2 (Share Transfer Pre-emptive Rights);