Refusal Notice Clause Samples
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.
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 INSCORP, 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.
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.
Refusal Notice. The ‘refusal notice’ will be approved by the Township in consultation with the Contractor. It will include, to the extent possible, ‘check boxes’ of common reasons for refusal to make them quick and easy to fill out. The Contractor will be responsible for the cost of printing the refusal notices and will provide them, at no charge, as required. The cost of completing and applying the notices and reporting of such shall be included in the Contractors unit collection costs.
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.
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.
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.
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.