REFUSAL NOTICE Sample Clauses

REFUSAL NOTICE. A Holder that desires in good faith to Transfer any Securities that are subject to the provisions of Section 4(b), (c) or (d) (the "TRANSFEROR") shall deliver a written notice of such intent (the "REFUSAL NOTICE") to each Offeree as required pursuant to Section 4(b), (c) or (d). The Refusal Notice shall contain (i) a description of the proposed Transfer transaction and the terms thereof including the number and type of Securities (E.G., Preferred Stock, Common Stock or Warrants) proposed to be transferred (collectively, the "REFUSAL SECURITIES"), (ii) the name of each person to whom or in favor of whom the proposed Transfer is to be made (the "REFUSAL TRANSFEREE") and (iii) a description of the consideration to be received by the Transferor upon Transfer of the Refusal Securities; PROVIDED, HOWEVER, that if any Holder desires to Transfer any Securities pursuant to Rule 144 of the Securities Act, such Holder shall not be required to satisfy subsection (a)(ii) herein. The Refusal Notice shall be accompanied by a copy of the third party written offer (for purposes of this SECTION 4, an executed letter of intent stating the terms of such offer, or incorporating by reference therein a separate summary of terms which shall be deemed a written offer). No offer (covered by this SECTION 4) to Transfer to a Transferee shall be permissible, unless the consideration for the Transfer involved consists solely of cash.
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REFUSAL NOTICE. In the event that the Offeree Party notifies the Selling Party in writing that it has determined not to purchase the offered Equity Securities (a "Negative Response") or fails to respond to the Selling Party by the end of the Offer Period, then, within thirty (30) days after the earlier of the date of the Selling Party's receipt of such Negative Response or the end of the Offer Period or an unsuccessful equity offering by the Murrxx Xxxup, the Selling Party may Transfer such Equity Securities to a third party at a price and on terms no more favorable to such third party than the price and terms specified in the Offer Notice to the Offeree Party, provided that, at least ten (10) days prior to the consummation of such sale to and purchase by such third party, the Selling Party shall deliver a second written notice (a "Refusal Notice") to the Offeree Party offering the Offeree Party a right of first refusal to purchase such Equity Securities at the same price and on the same terms agreed to by such third party. The Refusal Notice shall be accompanied by a certificate of the Selling Party certifying that it has received from a third party a bona fide offer to acquire such Equity Securities at such price and on such terms specified in the Refusal Notice and identifying such third party.
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REFUSAL NOTICE. If any subscribing person places any items out for pickup and the item is not taken by <Company Name> , <Company Name> shall provide written notification to the resident and to the City of reason(s) for refusal to pick up the item.
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REFUSAL NOTICE. If any subscribing person places any items out for pickup and the item is not taken by DSI, DSI shall provide notification to the resident of reason(s) for refusal to pick up the item.
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REFUSAL NOTICE. Prior to Landlord’s leasing any portion of the First Refusal Space, Landlord shall give Tenant a written notice (the “Refusal Notice”) which will include a copy of the executed letter of intent between Landlord and a third party (which may be non-binding). Landlord may redact the identity of the third party if the third party requests confidentiality. The Refusal Notice or its attachments must set forth (i) the location, (ii) the Rentable Area, (iii) the proposed availability date (the “First Refusal Space Commencement Date”) and lease term, (iv) the rental rate, (v) the tenant improvement allowances and base building improvements, and (vi) all other economic terms being offered with respect to such First Refusal Space.
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REFUSAL NOTICE. Such offer of the Refusal Space shall be made by Landlord to Tenant in a written notice (the "Refusal Notice") which Refusal Notice shall contain a copy of an executed or unexecuted final letter of intent and shall specify: (a) the location, configuration and rentable square footage of the Refusal Space and the date of commencement of the term of the Refusal Space (the "Refusal Space Commencement Date") under the Proposed Lease with the Proposed Tenant, (b) the Annual Base Rent for the Refusal Space, (c) the expiration date for Tenant’s lease of the Refusal Space and (d) any other material economic terms contained in the Proposed Lease. Landlord shall use commercially reasonable efforts to provide Tenant with written or verbal notices regarding the general status of negotiations with the Proposed Tenant before such negotiations are complete. Provided Landlord has previously notified Tenant of the negotiations with the Proposed Tenant before delivering the Refusal Notice, Tenant may accept the offer set forth in the Refusal Notice by delivering to Landlord an unconditional acceptance of such offer, in writing, within five (5) business days after delivery by Landlord of the Refusal Notice to Tenant ("Tenant's Acceptance Notice"). If Landlord has not notified Tenant of the negotiations with the Proposed Tenant in writing or verbally at least five (5) business days before delivering the Refusal Notice to Tenant, then Tenant shall have ten (10) business days to deliver Tenant's Acceptance Notice. If Tenant does not accept (or fails to timely submit Tenant's Acceptance Notice) an offer made by Landlord pursuant to the provisions of this Section 38.3 with respect to the Refusal Space designated in the Refusal Notice, then Landlord shall be under no further obligation to Tenant with respect to such space. In order to send the Refusal Notice, Landlord does not need to have a negotiated lease with the Proposed Tenant but may merely have entered into and completed a Serious Negotiation.
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REFUSAL NOTICE. Assignee acknowledges that Assignor has informed Assignee that Assignor previously received from Landlord a First Refusal Notice under Section 1.3(b) of the Lease and that Assignor did not accept the offer contained therein.
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Related to REFUSAL NOTICE

  • Offer Notice (i) The Company shall give written notice (the “Offering Notice”) to the Sponsor stating its bona fide intention to offer the New Equity Securities and specifying the number of New Equity Securities and the material terms and conditions, including the price, pursuant to which the Company proposes to offer the New Equity Securities. (ii) The Offering Notice shall constitute the Company’s offer to sell the New Equity Securities to the Sponsor, which offer shall be irrevocable for a period of three (3) business days (the “ROFO Notice Period”).

  • CAFA Notice Pursuant to 28 U.S.C. § 1715, not later than ten (10) days after the Agreement is filed with the Court, the Settlement Administrator shall cause to be served upon the Attorneys General of each U.S. State in which Settlement Class members reside, the Attorney General of the United States, and other required government officials, notice of the proposed settlement as required by law, subject to Paragraph 5.1 below.

  • Transfer Notice At least two (2) Business Days before each Acquisition Date, the Administrator shall deliver to the Depositor, the Issuer and the Indenture Trustee a Transfer Notice for the Additional Receivables to be transferred and absolutely assigned on that Acquisition Date, which will specify the Additional Receivables Transfer Amount, and will have delivered with it an electronic file containing the Schedule of Receivables; and

  • Refusal to Test 17.1. If a Worker refuses to participate in workplace Drug and Alcohol testing the following will apply: (a) The Employer, will inform the Worker and the workers chosen representative, that the refusal will have the same consequences as a non-negative result, i.e. that the employee will be deemed to be unfit for work due to the presence of alcohol or drugs; (b) If the worker still refuses, the Employer and the PIA, shall consult with the worker and the workers chosen representative, regarding the requirements, process and consequences of refusing to test and encourage them to partake in the test. This would be the second request to be tested; (c) If the worker still refuses, the refusal will be treated as a confirmed positive result, and will be subjected to the relevant consequences of such. All reasonable assistance is to be offered to ensure the employee can make their way from the workplace to a safe location without harm (i.e. taxi, lift from a friend or fellow worker). An agreed leave of absence arrangement is to apply for the duration of their absence.

  • First Refusal Rights The Company may elect to purchase all (but -------------------- not less than all) of the shares of Executive Stock to be transferred upon the same terms and conditions as those set forth in the Sale Notice by delivering a written notice of such election to Executive and the Investors within 10 days after the Sale Notice has been delivered to the Company. If the Company has not elected to purchase all of the Executive Stock to be transferred, the Investors may elect to purchase all (but not less than all) of the Executive Stock to be transferred upon the same terms and conditions as those set forth in the Sale Notice by delivering written notice of such election to Executive within 10 days after the Sale Notice has been given to the Investors. If more than one Investor elects to purchase the Executive Stock, the shares of Executive Stock to be sold shall be allocated among the Investors pro rata according to the number of shares of Common Stock owned by each Investor on a fully-diluted basis. If neither the Company nor the Investors elect to purchase all of the shares of Executive Stock specified in the Sale Notice, Executive may transfer the shares of Executive Stock specified in the Sale Notice at a price and on terms no more favorable to the transferee(s) thereof than specified in the Sale Notice during the 60-day period immediately following the Authorization Date. Any shares of Executive Stock not transferred within such 60-day period shall be subject to the provisions of this paragraph 4(c) upon subsequent transfer. If the Company or any of the Investors have elected to purchase shares of Executive Stock hereunder, the transfer of such shares shall be consummated as soon as practical after the delivery of the election notice(s) to Executive, but in any event within 15 days after the expiration of the Election Period. The Company may pay the purchase price for such shares by offsetting amounts outstanding under the Executive Note issued to the Company hereunder and any other bona fide debts owed by Executive to the Company.

  • Renewal Option This Contract may be renewed under the same terms and conditions, subject to the approval of the Commissioner of the Department of Administration and the State Budget Director in compliance with IC § 5-22-17-4. The term of the renewed contract may not be longer than the term of the original Contract.

  • Sale Notice Parent shall provide the Holder with written notice (the “Tag-Along Sale Notice”) not more than sixty (60) nor less than twenty (20) days prior to the proposed date of the Tag-Along Sale (the “Tag-Along Sale Date”). Each Tag-Along Sale Notice shall set forth: (i) the name and address of each proposed transferee or purchaser of shares in the Tag-Along Sale; (ii) the number of shares proposed to be transferred or sold by Parent; (iii) the proposed amount and form of consideration to be paid for such shares and the terms and conditions of payment offered by each proposed transferee or purchaser; (iv) the aggregate number of shares of Common Stock held of record as of the close of business on the day immediately preceding the Tag-Along Notice Date by Parent; (v) the Management Investor’s Allotment assuming the Holder elected to sell the maximum number of shares of Common Stock possible; (vi) confirmation that the proposed purchaser or transferee has been informed of the “Tag-Along Rights” provided for herein and has agreed to purchase shares of Common Stock in accordance with the terms hereof and (vii) the Tag-Along Sale Date.

  • Delivery Notice Notice of the Aircraft's Delivery Date, given by the Lessee as provided in Section 3.01 of the Participation Agreement and including any notice with respect to a postponed Delivery Date given by the Lessee pursuant to Section 3.05(c) of the Participation Agreement.

  • Notice to Tenant After notice is given to Tenant by Lender that the Landlord is in default under the Note and the Security Instrument and that the rentals under the Lease should be paid to Lender pursuant to the terms of the assignment of leases and rents executed and delivered by Landlord to Lender in connection therewith, Tenant shall thereafter pay to Lender or as directed by the Lender, all rentals and all other monies due or to become due to Landlord under the Lease and Landlord hereby expressly authorizes Tenant to make such payments to Lender and hereby releases and discharges Tenant from any liability to Landlord on account of any such payments.

  • Refusal to Transfer The Company shall not be required (i) to transfer on its books any Shares that have been sold or otherwise transferred in violation of any of the provisions of this Agreement or (ii) to treat as owner of such Shares or to accord the right to vote or pay dividends to any purchaser or other transferee to whom such Shares shall have been so transferred.

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