Last Offer definition

Last Offer has the meaning set forth in Section 3.2(c).
Sample 1Sample 2Sample 3
Last Offer has the meaning ascribed to such term in Section 2.4(b).
Sample 1
Last Offer has the meaning ascribed to tit in Section 2.3(e).
Sample 1

Examples of Last Offer in a sentence

  • Upon acceptance of the Last Offer during the Last Acceptance Period, NBCU or its designee shall have thirty (30) days from the acceptance of the Last Offer to consummate the transaction to purchase the Subject Securities.

  • For the avoidance of doubt, CLP may pledge the Subject Securities without being subject to the Right of First Offer and Last Offer so long as the Right of First Offer and Last Offer shall apply to any transfer of such pledged Subject Securities by the pledgee thereof.

  • The Right of First Offer and Last Offer shall not bind any transferee of the Subject Security who acquires such securities from CLP after compliance with this paragraph.

  • Thereafter, TOPOTARGET shall be free to grant a license or other rights to Third Parties to the rights described in such Last Offer, but only during a [*****(***)] month period following receipt of such Last Offer and only on terms more Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Company’s application requesting confidential Investment under Rule 24b-2 under the Securities Exchange Act of 1934.

  • Transferability If CLP transfers any of its Subject Securities to a non-affiliated party (after compliance with NBCU's Right of First Offer and Last Offer), such securities shall no longer be subject to the CLP Put Right or the NBCU Call Right.

  • Purchaser understands and agrees if any material change in the terms of this Contract is made, such change is subject to the Right of First and Last Offer and must be presented to ERPT for its review and consideration.

  • The Last Offer will include the number of Percentage Interests offered, the price and any other material terms and conditions.

  • Transferability Convertible Subordinated Debt shall be freely transferable, subject to applicable securities laws and in the case of Convertible Subordinated Debt issued to CLP, the NBCU Right of First Offer and Last Offer.

  • Notwithstanding the above, neither the Expansion Right nor the Last Offer Right shall be in effect and neither may be exercised by Tenant during any period of time that a Default exists and is continuing under the Lease; or if Tenant has been in default under any provision of the Lease beyond all applicable notice and cure periods, 3 or more times, whether or not the defaults are cured, during the 12 month period prior to the date on which Tenant seeks to exercise the Expansion Right or Last Offer Right.

  • Consultant is providing services to Client on an exclusive basis for live music festival digital streaming rights aggregation only, except with respect to services related to business activities for which Client fails to exercise its Right of First Refusal and its Right of Last Offer pursuant to Section 6 below.


More Definitions of Last Offer

Last Offer has the meaning set forth in SECTION 2.5(C).
Sample 1
Last Offer has the meaning set forth in Section 2A(a)(vi) below.
Sample 1
Last Offer has the meaning ascribed to such term in Section 2.2(c) of this Agreement.
Sample 1

Related to Last Offer

  • Failed Remarketing Condition—Purchased VRDP Shares Redemption means redemption by the Fund, at a Redemption Price equal to $100,000 per share plus accumulated but unpaid dividends thereon (whether or not earned or declared) to, but excluding, the date fixed by the Board of Directors for redemption, of VRDP Shares that the Liquidity Provider shall have acquired pursuant to the Purchase Obligation and continued to be the beneficial owner of for federal income tax purposes for a period of six months during which such VRDP Shares cannot be successfully remarketed (i.e., a Failed Remarketing Condition--Purchased VRDP Shares shall have occurred and be continuing for such period of time with respect to such VRDP Shares), determined by the Fund on a first-in, first-out basis, in accordance with and subject to the provisions of the VRDP Fee Agreement and this Statement.

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

  • Early Repurchase Date shall have the meaning specified in Section 3(d) of this Agreement.

  • Repurchase Offer has the meaning set forth in Section 3.04.

  • Failed Remarketing Condition—Unpurchased VRDP Shares means that a Beneficial Owner (other than the Liquidity Provider or its affiliates) continues to hold VRDP Shares, that were subject to a valid Tender, after any Purchase Date as a result of the failure by the Liquidity Provider for any reason to purchase such VRDP Shares pursuant to the Purchase Obligation (whether as a result of an unsuccessful Remarketing or a Mandatory Purchase) ("Unpurchased VRDP Shares"), until such time as all Outstanding Unpurchased VRDP Shares are (i) successfully Remarketed, (ii) purchased by the Liquidity Provider pursuant to the Purchase Obligation, or (iii) if not successfully Remarketed or purchased by the Liquidity Provider pursuant to the Purchase Obligation, the subject of a validly tendered Notice of Revocation (or any combination of the foregoing); and any Unpurchased VRDP Shares shall be deemed tendered for Remarketing until the earliest to occur of the foregoing events (i), (ii) or (iii) with respect to such Unpurchased VRDP Shares.

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

  • Subsequent Offering means any further issuance of Interests in any Series, excluding any Initial Offering or Transfer.

  • Sell Offer means an offer to sell Capacity Resources in a Base Residual Auction, Incremental Auction, or Reliability Backstop Auction.

  • Permitted Offer An Offer (i) pursuant to the terms of which the offeror offers to acquire a debt obligation (including a Collateral Obligation) in exchange for consideration consisting solely of Cash in an amount equal to or greater than the full face amount of such debt obligation plus any accrued and unpaid interest and (ii) as to which the Collateral Manager has determined in its reasonable commercial judgment that the offeror has sufficient access to financing to consummate the Offer.

  • Net Proceeds Offer Trigger Date has the meaning set forth in Section 4.16.

  • 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.

  • Exchange Notice has the meaning set forth in Section 2.1(a)(iii).

  • Optional Purchase Date As defined in Section 8.01(a) of the Servicing Agreement. Optional Purchase Percentage: 10.00%.

  • Failed Remarketing Condition—Purchased VRDP Shares means that the Liquidity Provider acquires and continues to be the beneficial owner for federal income tax purposes of any shares of a Series of VRDP Shares in connection with purchases made pursuant to the Purchase Obligation (whether as a result of an unsuccessful Remarketing or a Mandatory Purchase) on any Purchase Date, including shares of a Series of VRDP Shares that the Liquidity Provider continues to be the beneficial owner of for federal income tax purposes after the expiration or termination of the VRDP Shares Purchase Agreement.

  • Solicited Discounted Prepayment Offer means the irrevocable written offer by each Term Lender, substantially in the form of Exhibit O, submitted following the Administrative Agent’s receipt of a Solicited Discounted Prepayment Notice.

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

  • Change of Control Offer has the meaning provided in Section 4.15.

  • Offer to Purchase means an offer to purchase Notes by the Company from the Holders commenced by mailing a notice to the Trustee and each Holder stating:

  • Shelf Offering Notice has the meaning set forth in Section 2(d)(ii).

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

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

  • pre-emptive offer means an offer of equity securities open for acceptance for a period fixed by the Directors to holders (other than the Company) on the register on a record date fixed by the Directors of ordinary shares in proportion to their respective holdings but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory;

  • Discount Range Prepayment Offer means the irrevocable written offer by a Term Lender, substantially in the form of Exhibit L, submitted in response to an invitation to submit offers following the Auction Agent’s receipt of a Discount Range Prepayment Notice.

  • Triggering Redemption Amount means, for each share of Preferred Stock, the sum of (a) the greater of (i) 130% of the Stated Value and (ii) the product of (y) the VWAP on the Trading Day immediately preceding the date of the Triggering Event and (z) the Stated Value divided by the then Conversion Price, (b) all accrued but unpaid dividends thereon and (c) all liquidated damages and other costs, expenses or amounts due in respect of the Preferred Stock.