Bona Fide Offer by Third Party Sample Clauses

Bona Fide Offer by Third Party. A Member who receives an offer to purchase acceptable to him or desires to sell any or all of his Membership Interest to a person not a party to this Agreement (herein referred to as the “Offering Member”) shall first offer in writing such interest for sale to the other Members (herein referred to as the “Nonoffering Members”). The Nonoffering Members will have the first right of refusal, at the same price and terms offered by a bona fide prospective purchaser. The terms and conditions of the purchase offer shall be fully revealed to the Nonoffering Members by written notice duly given specifying such information as shall include but not be limited to:
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Bona Fide Offer by Third Party. In the event that Optionor/Seller receives from some third party a bona fide offer for the purchase of the Real Estate or any material part thereof, the rights of the Optionee/Purchaser under this Contract shall become a right of first refusal to purchase the Real Estate (the "Right of First Refusal"), and the Optionor/Seller agrees to disclose and to provide notice of the terms of such offer to the Optionee/Purchaser, in writing, within ten (10) calendar days following receipt of such offer. The Optionee/Purchaser shall have thirty (30) calendar days after receiving notice of the terms of such offer within which to elect to purchase the entire Real Estate or the same material part thereof on terms identical to those offered by the third party. If the Optionee/Purchaser elects to purchase, such election shall be made by written notice to the Optionor/Seller. Within thirty (30) calendar days thereafter, the parties shall enter into a formal contract of sale containing such provisions normally used in such contracts in Champaign County, Illinois, and expressly including all terms of the original bona fide offer made to the Optionor/Seller, except as the parties hereto may mutually agree. If the Optionee/Purchaser does not provide notice to the Optionor/Seller in accordance with the procedure as herein described it is expressly understood and acknowledged that the Optionee/Purchaser waives the Right of First Refusal to purchase the entire Real Estate or the same material part thereof on terms identical to those offered by the third party.

Related to Bona Fide Offer by Third Party

  • Acquisition of Shares by Third Party Other than an affiliate of Chenghe Investment Co. (the “Sponsor”), any Person (as defined below) is or becomes the Beneficial Owner, directly or indirectly, of securities of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securities entitled to vote generally in the election of directors, unless (1) the change in the relative Beneficial Ownership of the Company’s securities by any Person results solely from a reduction in the aggregate number of outstanding shares entitled to vote generally in the election of directors, or (2) such acquisition was approved in advance by the Continuing Directors (as defined below) and such acquisition would not constitute a Change in Control under part (iii) of this definition;

  • Sale to Third Party If the Company, after receiving the Sale Notice, fails to exercise its option as provided in Section 3.2, or if it declines to exercise the same, the Participant shall be entitled to transfer the Vested Shares to the third party on the terms contained in the Offer, and shall be entitled to have his Vested Shares transferred on the books of the Company, but only if the third party purchaser agrees to be bound by the terms of this Agreement applicable to Vested Shares. If the Participant fails to close the transfer of his Vested Shares within sixty (60) days after the option of the Company has expired or been waived, the restrictions contained in this Article III shall again apply and must be met prior to effecting any transfer of Vested Shares. Any transfer of Vested Shares by the Participant to any unaffiliated third party shall comply with all applicable securities laws, and the Company may refuse to transfer any Vested Shares unless it receives such assurance and opinions from legal counsel acceptable to the Company that any such transfer is in compliance with all applicable securities laws.

  • Acquisition of Stock by Third Party Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing fifteen percent (15%) or more of the combined voting power of the Company’s then outstanding securities;

  • Termination by Licensee 10.1 Licensee will have the right at any time to terminate this Agreement in whole or as to any portion of Patent Rights by giving notice in writing to The Regents. Such Notice of Termination will be subject to Article 18. (Notices) and termination of this Agreement will be effective sixty (60) days after the effective date thereof.

  • Termination by the Purchaser This Agreement may be terminated by the Purchaser at any time prior to the Effective Time if:

  • Notice of Third Party Claims Pursuant to Public Contract Code Section 9201, District shall provide Contractor timely notification of the receipt of any third-party claim relating to this Contract. District shall be entitled to recover its reasonable costs incurred in providing such notification.

  • Termination by the Consultant The Consultant may terminate the provision of his services under this Agreement on not less than 30 days' notice to the Company, in which case the obligations of the Company will be the same as though the services were terminated for cause.

  • Third Party Confidential Information Consultant recognizes that the Company has received and in the future will receive from third parties their confidential or proprietary information subject to a duty on the Company’s part to maintain the confidentiality of such information and to use it only for certain limited purposes. Consultant agrees that at all times during the term of this Agreement and thereafter, Consultant owes the Company and such third parties a duty to hold all such confidential or proprietary information in the strictest confidence and not to use it or to disclose it to any person, firm, corporation, or other third party except as necessary in carrying out the Services for the Company consistent with the Company’s agreement with such third party.

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