Applicable Sale definition

Applicable Sale is defined in Section 8.3(a).
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Applicable Sale has the meaning set forth in Section 10.05(a).
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Applicable Sale is defined in the OP Agreement.
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Examples of Applicable Sale in a sentence

  • Each Member agrees to consent to, and raise no objections against, an Applicable Sale.

  • No Member shall have any dissenters’ rights, appraisal rights or similar rights in connection with any Applicable Sale, and no Member may object to any subsequent liquidation or other distribution of the proceeds from an Applicable Sale that is a sale of Assets.

  • The Managing Member may in its sole discretion elect to cause the Managing Member and/or the Company to structure the Applicable Sale as a merger or consolidation or as a sale of the Company’s Assets.

  • The Managing Member shall provide the Members written notice of the termination of an Applicable Sale within five (5) Business Days following such termination, which notice shall state that the Applicable Sale Notice served with respect to such Applicable Sale is rescinded.

  • The Manager may in its sole discretion elect to cause the Manager and/or the Company to structure the Applicable Sale as a merger or consolidation or as a sale of the Company’s Assets.

  • Each Limited Partner and Assignee agrees to consent to, and raise no objections against, an Applicable Sale.

  • If such Applicable Sale is structured (i) as a merger or consolidation, then no Limited Partner or Assignee shall have any dissenters’ rights, appraisal rights or similar rights in connection with such merger or consolidation or (ii) as a sale of assets, then no Limited Partner may object to any subsequent liquidation or other distribution of the proceeds therefrom.

  • The Manager shall provide the Members written notice of the termination of an Applicable Sale within five (5) Business Days following such termination, which notice shall state that the Applicable Sale Notice served with respect to such Applicable Sale is rescinded.

  • The Special Limited Partner may in its sole discretion elect to cause the General Partner and/or the Partnership to structure the Applicable Sale as a merger or consolidation or as a sale of the Partnership’s assets.

  • Each Holder agrees to consent to, and raise no objections against, an Applicable Sale.


More Definitions of Applicable Sale

Applicable Sale means a sale of (1) ownership of equity interests in the Company that constitutes more than 50% of the total fair market value or total voting power of the equity interests in the Company; but if any one person or more than one person acting as a group, shall be considered to own more than 50% of the total fair market value or total voting power of the equity interests in the Company, the acquisition of additional equity interests by the same person or persons shall not be considered to cause a change in the ownership; or (2) assets from the Company that have a total gross fair market value equal to or greater than 50% of the total gross fair market value of all of the assets of Solidion Technologies, Inc. and its subsidiaries immediately prior to such acquisition or acquisitions. Notwithstanding the foregoing, a sale of ownership of equity interests shall not be taken into account if the primary purpose of such sale is to provide funds for the Company’s working capital and/or general corporate purposes, and a transfer of assets by the Company shall not be treated as a change of ownership of such assets if the assets are transferred to (i) equity holders of the Company (immediately before the asset transfer) in exchange for or with respect to their equity interests, (ii) an entity, 50% or more of the total value or voting power of which is owned, directly or indirectly, by the Company, (iii) a person, or more than one person action as a group, that owns, directly or indirectly, 50% or more of the total value or voting power of all of the equity interests in the Company, or (iv) an entity, at least 50% of the total value or voting power of which is owned, directly or indirectly, by a person described in clause (iii) of this paragraph.
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Applicable Sale is defined in Section 7.04(a)(i).
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Applicable Sale has the meaning set forth in Section 7.4(a). “Applicable Sale Notice” has the meaning set forth in Section 7.4(b).
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Applicable Sale shall have the meaning indicated in subparagraph 3.(C).
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Related to Applicable Sale

  • Gross combination weight rating means the value specified by the manufacturer as the loaded weight of a combination or articulated vehicle;

  • Casual sale means a sale of an item of tangible personal property that was obtained by the person making the sale, through purchase or otherwise, for the person's own use and was previously subject to any state's taxing jurisdiction on its sale or use, and includes such items acquired for the seller's use that are sold by an auctioneer employed directly by the person for such purpose, provided the location of such sales is not the auctioneer's permanent place of business. As used in this division, "permanent place of business" includes any location where such auctioneer has conducted more than two auctions during the year.

  • Applicable Securities Laws means the applicable securities legislation of each relevant province and territory of Canada, as amended from time to time, the rules, regulations and forms made or promulgated under any such statute and the published national instruments, multilateral instruments, policies, bulletins and notices of the securities commission and similar regulatory authority of each province and territory of Canada.

  • prospective sale means a sale which is intended to be made in the future, upon the occurrence of a stated event, whether or not the occurrence of the event is certain;

  • Proposed Transfer means any assignment, sale, offer to sell, pledge, mortgage, hypothecation, encumbrance, disposition of or any other like transfer or encumbering of any Transfer Stock (or any interest therein) proposed by any of the Stockholders.