Notices of Offer and Intent to Participate Sample Clauses

Notices of Offer and Intent to Participate. If an Investor wishes to participate in any sale pursuant to Section 3.4(a) it shall notify the Offeree in writing of such intention and the number of Shares it wishes to sell pursuant to this Section 3.4(b) not later than fifteen (15) days after delivery of the Company Notice (as described in Section 3.3(b) above). If the Offeree does not receive such notice from an Investor within such fifteen (15) day period, the Offeree shall be free to consummate the proposed transaction without any obligation to include such Investor’s Shares in such transaction.
Sample 1Sample 2
AutoNDA by SimpleDocs
Notices of Offer and Intent to Participate. The Parent shall provide notice to the Purchaser stating the name of the Buyer, the terms of the Take-Along Offer and the period of time available to the Purchaser for notifying the Parent of its intent to participate in the sale (the “Notice Period”). The Parent shall, if reasonably possible, provide the Purchaser with a Notice Period of up to thirty (30) days, but in no event will the Parent provide the Purchaser with a Notice Period of less than ten (10) days. If the Purchaser wishes to participate in any sale pursuant to Section 3(a), the Purchaser shall notify the Parent in writing of such intention as soon as practicable after receipt of the notice from the Parent and in any event within the Notice Period. If the Parent does not receive such notice from the Purchaser within the Notice Period, the Parent shall be free to consummate the proposed transaction without any obligation to include the Purchaser’s Purchased Shares in such transaction.
Sample 1Sample 2
Notices of Offer and Intent to Participate. If a Right Holder wishes to participate in any sale pursuant to Section 3(a), it shall notify the Offeree in writing of such intention and the number of shares of Stock it wishes to sell pursuant to this Section 3(b) within the period of ten (10) days referred to in Section 2.2(c) above. If the Offeree does not receive such notice from the Right Holder within such period, the Offeree shall be free to consummate the proposed transaction without any obligation to include such Right Holder’s Stock in such transaction.
Sample 1Sample 2
Notices of Offer and Intent to Participate. If Peers wishes to participate in any sale pursuant to this Section 3 it shall notify Navios Holdings and/or the Transferees, as applicable, in writing of such intention and the number of shares of Common Stock it wishes to sell in connection with the applicable Offer (a “Tag Along Notice”) not later than ten (10) business days after delivery of the Offer Notice. lf Navios Holdings and/or the Transferees, as applicable, does not receive a Tag Along Notice from Peers within such ten (10) business day period, Navios Holdings and/or the Transferee, as applicable, shall be free to consummate the proposed transaction without any obligation to include all or any portion of the Tag Along Number of shares of Common Stock then owned by Peers in such transaction.
Sample 1Sample 2
Notices of Offer and Intent to Participate. If an Eligible Preferred Stockholder wishes to participate in any sale pursuant to this Section 3.1(c), the Eligible Preferred Stockholder shall notify the Selling Founder in writing of such intention as soon as practicable after such Eligible Preferred Stockholder's receipt of the notice from the Selling Founder and in any event within the Preferred Stockholder Offer Period. If the Selling Founder does not receive such notice from an Eligible Preferred Stockholder within the Preferred Stockholder Offer Period, the Selling Founder shall be free to consummate the proposed transaction without any obligation to include such Eligible Preferred Stockholder's Shares in such transaction.
Sample 1
Notices of Offer and Intent to Participate. If a Qualified Stockholder wishes to participate in any sale pursuant to Section 3.3.1 it shall notify the Offeree in writing of such intention and the number of Shares it wishes to sell pursuant to this Section 3.3 not later than fifteen (15) days after delivery of the Second Company Notice (as described in Section 3.2.2 above). If the Offeree does not receive such notice from a Qualified Stockholder within such fifteen (15) day period, the Offeree shall be free to consummate the proposed transaction without any obligation to include such Qualified Stockholder's Shares in such transaction. The non-exercise or partial exercise of the rights of any Qualified Stockholder hereunder to participate in one or more sales of Shares made by a Founder shall not adversely affect such Qualified Stockholder's right to participate in subsequent sales of Shares by a Founder.
Sample 1
Notices of Offer and Intent to Participate. The Offeree shall provide notice to Mr. Prior stating the name of the Purchaser, the terms of the Offer and the period of time available to Mr. Prior for notifying the Offeree of his intent to participate in the sale (the "Notice Period"). The Offeree shall, if reasonably possible, provide Mr. Prior with a Notice Period of up to thirty (30) days, but in no event will the Offeree provide Mr. Prior with a Notice Period of less than ten (10) days. If Mr. Prior wishes to participate in any sale pursuant to Section 3.1, he shall notify the Offeree in writing of such intention as soon as practicable after his receipt of the notice from the Offeree and in any event within the Notice Period. If the Offeree does not receive such notice from Mr. Prior within the Notice Period, the Offeree shall be free to consummate the proposed transaction without any obligation to include Mr. Prior's Shares in such transaction.
Sample 1
AutoNDA by SimpleDocs
Notices of Offer and Intent to Participate. If a General Member wishes to participate in any sale pursuant to Section 12.9(a) (an “Electing Member”) it shall notify TER in writing of such intention not later than fifteen (15) days after receipt of the Notice from TER (as described in Section 12.9(a) above). If TER does not receive such notice from a General Member within such fifteen (15) day period, TER shall be free to consummate the proposed transaction without any obligation to include such General Member’s Participant Interest in such transaction.
Sample 1

Related to Notices of Offer and Intent to Participate

  • LOSS-SHARING NOTICES GIVEN TO RECEIVER AND PURCHASER All notices, demands and other communications hereunder shall be in writing and shall be delivered by hand, or overnight courier, receipt requested, addressed to the parties as follows: If to Receiver, to: Federal Deposit Insurance Corporation as Receiver for BankUnited, FSB Division of Resolutions and Receiverships 000 00xx Xxxxxx, X.X. Xxxxxxxxxx, X.X. 00000 Attention: Xxxxx Malami, Manager, Capital Markets with a copy to: Federal Deposit Insurance Corporation as Receiver for Room E7056 0000 Xxxxxxx Xxxxx, Xxxxxxxxx, XX 2226 Attn: Special Issues Unit With respect to a notice under Section 3.5 of this Single Family Shared-Loss Agreement, copies of such notice shall be sent to: Federal Deposit Insurance Corporation Legal Division 0000 Xxxxx Xx. Dallas, Texas 75201 Attention: Regional Counsel If to Assuming Bank, to: with a copy to: Such Persons and addresses may be changed from time to time by notice given pursuant to the provisions of this Article V. Any notice, demand or other communication delivered pursuant to the provisions of this Article IV shall be deemed to have been given on the . date actually received.

  • Notices of Meetings The Fund agrees that notice of each meeting of the Board of Trustees of the Fund will be sent to the Manager and that the Fund will make appropriate arrangements for the attendance (as persons present by invitation) of such person or persons as the Manager may designate.

  • NOTICE OF INTENT TO SURRENDER Any other provision of this lease to the contrary notwithstanding, at least thirty (30) days prior to the normal expiration of the term of this Lease as noted under the heading TERM OF LEASE above, Tenant shall give written notice to Landlord of Tenant’s intention to surrender the residence at the expiration of the Lease term. If said written notice is not timely given, the Tenant shall become a month-to-month tenant as defined by applicable Georgia law, and all provisions of this Lease will remain in full force and effect, unless this Lease is extended or renewed for a specific term by written agreement of Landlord and Tenant. If Tenant becomes a month-to-month tenant in the manner described above, Xxxxxx must give a thirty (30) day written notice to the Landlord of Xxxxxx’s intention to surrender the residence. At any time during a month-to-month tenancy Landlord may terminate the month-to-month Lease by serving Tenant with a written notice of termination, or by any other means allowed by applicable Georgia law. Upon termination, Tenant shall vacate the premises and deliver same unto Landlord on or before the expiration of the period of notice.

  • Notices of Claims Promptly after receipt by an indemnified party of notice of the commencement of any action or proceeding involving a claim hereunder, such indemnified party shall, if a claim in respect thereof is to be made against an indemnifying party, give written notice to the latter of the commencement of such action, provided that the failure of any indemnified party to give notice as provided herein shall not relieve the indemnifying party of its obligations under this Section 7.5(c) unless the indemnifying party is actually prejudiced by such failure to give notice. In case any such action is brought against an indemnified party, the indemnifying party shall be entitled to participate in and, unless a conflict of interest between such indemnified and indemnifying parties exists in respect of such claim, to assume the defense thereof, jointly with any other indemnifying party similarly notified to the extent that the indemnifying party may wish, and after notice from the indemnifying party to such indemnified party of its election so to assume the defense thereof, the indemnifying party shall not be liable to such indemnified party for any legal or other expenses subsequently incurred by the latter in connection with the defense thereof. In the event that the indemnifying party advises an indemnified party that it will contest a claim for indemnification hereunder, or fails, within 30 days of receipt of any indemnification notice to notify, in writing, such person of its election to defend, settle or compromise any action, proceeding or claim (or discontinues its defense at any time after it commences such defense), then the indemnified party may, at its option, defend, settle or otherwise compromise or pay such action or claim with the consent of the indemnifying party, which consent shall not be unreasonably withheld. The indemnified party shall cooperate fully with the indemnifying party in connection with any negotiation or defense of any such action or claim by the indemnifying party and shall furnish to the indemnifying party all information reasonably available to the indemnified party that relates to such action or claim. The indemnifying party shall keep the indemnified party fully apprised at all times as to the status of the defense or any settlement negotiations with respect thereto. If the indemnifying party elects to defend any such action or claim, then the indemnified party shall be entitled to participate in such defense with counsel of its choice at its sole cost and expense. If the indemnifying party does not assume such defense, the indemnified party shall keep the indemnifying party apprised at all times as is reasonably practicable as to the status of the defense. No indemnifying party shall be liable for any settlement of any action, claim or proceeding effected without its written consent; provided, however, that the indemnifying party shall not unreasonably withhold, delay or condition its consent. No indemnifying party shall, without the consent of the indemnified party (not to be unreasonably withheld), consent to entry of any judgment or enter into any settlement that does not include as an unconditional term thereof the giving by the claimant or plaintiff to such indemnified party of a release from all liability in respect to such claim or litigation.

  • Valid notices A notice under or in connection with a Finance Document shall not be invalid by reason that its contents or the manner of serving it do not comply with the requirements of this Agreement or, where appropriate, any other Finance Document under which it is served if: (a) the failure to serve it in accordance with the requirements of this Agreement or other Finance Document, as the case may be, has not caused any party to suffer any significant loss or prejudice; or (b) in the case of incorrect and/or incomplete contents, it should have been reasonably clear to the party on which the notice was served what the correct or missing particulars should have been.

  • A5 Notices Except as otherwise expressly provided within the Contract, no notice or other communication from one Party to the other shall have any validity under the Contract unless made in writing by or on behalf of the Party concerned.

  • Notices of Record Date In the event of any taking by the Company of a record of the holders of any class of securities for the purpose of determining the holders thereof who are entitled to receive any dividend (other than a cash dividend which is the same as cash dividends paid in previous quarters) or other distribution, the Company shall mail to the Holder, at least ten (10) days prior to the date specified herein, a notice specifying the date on which any such record is to be taken for the purpose of such dividend or distribution.

  • Notices of Defaults The Borrower will furnish to the Administrative Agent and each Lender prompt written notice of the occurrence of any Default, together with a statement of a Financial Officer or other executive officer of the Borrower setting forth the details of the event or development requiring such notice and any action taken or proposed to be taken with respect thereto.

  • Notices of Corporate Action In the event of: (a) any taking by the Company of a record of the holders of any class of securities for the purpose of determining the holders thereof who are entitled to receive any dividend or other distribution, or any right to subscribe for, purchase or otherwise acquire any shares of stock of any class or any other securities or property, or to receive any other right, or (b) any capital reorganization of the Company, any reclassification or recapitalization of the capital stock of the Company, any consolidation or merger involving the Company and any other Person, any transaction or series of transactions in which more than 50% of the voting securities of the Company are transferred to another Person, or any transfer, sale or other disposition of all or substantially all the assets of the Company to any other Person, or (c) any voluntary or involuntary dissolution, liquidation or winding-up of the Company, the Company shall mail to each holder of a Warrant a notice specifying (i) the date or expected date on which any such record is to be taken for the purpose of such dividend, distribution or right, and the amount and character of such dividend, distribution or right, and (ii) the date or expected date on which any such reorganization, reclassification, recapitalization, consolidation, merger, transfer, sale, disposition, dissolution, liquidation or winding-up is to take place and the time, if any such time is to be fixed, as of which the holders of record of Common Stock (or Other Securities) shall be entitled to exchange their shares of Common Stock (or Other Securities) for the securities or other property deliverable upon such reorganization, reclassification, recapitalization, consolidation, merger, transfer, dissolution, liquidation or winding-up. Such notice shall be mailed at least 20 days prior to the date therein specified but in no event earlier than the public announcement of such proposed transaction or event.

  • Statutory Notices Notwithstanding anything to the contrary in this Section 15, any written notice, other than as specifically set forth in this Section 15, required by any statute or law now or hereafter in force is hereby waived by Tenant to the fullest extent available under law. Any notice given by City pursuant to Section 15.1 may be the notice required or permitted pursuant to Section 1161 et seq. of the California Code of Civil Procedure or successor statutes, and the provisions of this Lease will not require the giving of a notice in addition to the statutory notice to terminate this Lease and Tenant’s right to possession of the Premises. The periods specified in Section 15.1 within which Tenant is permitted to cure any default following notice from City will run concurrently with any cure period provided by applicable laws.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!