Purchase by Third Party Sample Clauses

Purchase by Third Party. Notwithstanding the foregoing provisions of this Article 15, the Company shall not be required to issue a Fundamental Change Company Notice upon a Fundamental Change if a third party (i) issues a Fundamental Change Company Notice in the manner, at the times and otherwise in compliance with the requirements set forth in Section 15.01(c) applicable to a Fundamental Change Company Notice made by the Company and otherwise complies with the provisions of this Article 15 as if it were the Company, and (ii) purchases and pays for all Debentures validly tendered and not withdrawn pursuant to such Fundamental Change Company Notice.
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Purchase by Third Party. At the option of the board of directors of the Company, the Company may allow all, or any portion greater than 25 percent, of the Warrant or any Common Stock required to be purchased by the Company pursuant to Section 7(a) or 7(b) above, to be purchased directly by any of the Company's shareholders provided, however, that should any of the Company's shareholders fail to make payment of the required purchase price on the designated purchase date, the Company shall be required to purchase such portion of this Warrant or such Common Stock intended to be purchased by such shareholders of the Company.
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Purchase by Third Party. Notwithstanding anything to the contrary, we will be deemed to satisfy our obligations to repurchase notes pursuant to the provisions set forth in this Article 15 if (i) one or more third parties conduct the repurchase offer and repurchase tendered notes in a manner that would have satisfied the obligations of the Company to do the same if conducted directly by the Company and otherwise in the manner set forth in this Article 15; and (ii) a Holder or an owner of a beneficial interest in the Notes would not receive a lesser amount (as a result of taxes, additional expenses or for any other reason) than such Holder or beneficial owner would have received had the Company repurchased the notes.
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Purchase by Third Party. Any Offered Shares which are not purchased by the Shareholders or the Corporation as provided herein may be sold to the person, firm, association or corporation named in the Bona Fide Offer, but not at a lower price, or upon more favorable terms to the purchaser, then the price and terms set forth in the Bona Fide Offer. Title to such Offered Shares shall pass not later than ninety (90) days from the latest date on which the Other Shareholders or the Corporation have declined or failed to purchase the Shares. In the event that the selling Shareholder should desire to sell such Shares at a lower price, or upon terms more favorable to the purchaser, than he theretofore offered the Shares to the Other Shareholders or the Corporation, he shall, before he can sell to any such purchaser, again offer the Shares in accordance with the procedure set forth in this Section 6.
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Purchase by Third Party. In the event that Xx. Xxxxxxxxxx is unable or unwilling to purchase MBI's Interest, the Venkatadris may sell the Property to a third party, and Xx. Xxxxxxxxxx shall be deemed to have complied with his purchase obligation under this Section if a third party purchaser pays MBI the Termination Purchase Price. MBI shall cooperate with the Venkatadris in effectuating a sale to a third party under the circumstances described herein.
Sample 1
Purchase by Third Party. If all of the Offered Shares have not been purchased pursuant to Section 3.3.3, the Offering Stockholder may Transfer all, but not less than all, of the Offered Shares, subject to the provisions of clause (i) of Section 2.2, upon terms that, in the aggregate, are not more favorable to the purchaser than those stated in the Notice, provided that such sale is bona fide and made within 75 days after the date on which the Of fering Stockholder delivers the Second Round Notice to the other Stockholders. If such sale is not consummated within such 75-day period, the restrictions provided for in this Section 3.3 shall again become effective, and no Transfer of Shares pursuant to this Section 3.3 may be made thereafter without again making a First Offer to the Company and the other Stockholders in accordance with the terms and conditions of this Agreement.
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Related to Purchase by Third Party

  • 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;

  • Acquisition of Shares by Third Party Other than an affiliate of HPX Capital Partners LLC, 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 (c) of this definition;

  • Reliance by Third Parties Notwithstanding anything to the contrary in this Agreement, any Person dealing with the Partnership shall be entitled to assume that the General Partner and any officer of the General Partner authorized by the General Partner to act on behalf of and in the name of the Partnership has full power and authority to encumber, sell or otherwise use in any manner any and all assets of the Partnership and to enter into any authorized contracts on behalf of the Partnership, and such Person shall be entitled to deal with the General Partner or any such officer as if it were the Partnership’s sole party in interest, both legally and beneficially. Each Limited Partner hereby waives, to the fullest extent permitted by law, any and all defenses or other remedies that may be available against such Person to contest, negate or disaffirm any action of the General Partner or any such officer in connection with any such dealing. In no event shall any Person dealing with the General Partner or any such officer or its representatives be obligated to ascertain that the terms of this Agreement have been complied with or to inquire into the necessity or expedience of any act or action of the General Partner or any such officer or its representatives. Each and every certificate, document or other instrument executed on behalf of the Partnership by the General Partner or its representatives shall be conclusive evidence in favor of any and every Person relying thereon or claiming thereunder that (a) at the time of the execution and delivery of such certificate, document or instrument, this Agreement was in full force and effect, (b) the Person executing and delivering such certificate, document or instrument was duly authorized and empowered to do so for and on behalf of the Partnership and (c) such certificate, document or instrument was duly executed and delivered in accordance with the terms and provisions of this Agreement and is binding upon the Partnership.

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