Asset Purchase Notice definition

Asset Purchase Notice. The Potential Purchasing Party shall have ten (10) days (the “Asset ROFR Option Period”‘) after delivering the Asset Purchase Notice in which to advise the other Party in writing (the “Asset ROFR Exercise Notice”) whether or not it will acquire all of the Subject Assets on the same terms and conditions set forth in the Subject Assets Bona Fide Offer. A failure to deliver the Asset ROFR Exercise Notice as provided in the preceding sentence shall be deemed to constitute an election not to acquire the Subject Assets.
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Asset Purchase Notice is defined in Section 2.01(g)(i).
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Asset Purchase Notice means a notice by the Seller specifying assets offered to the Issuer for purchase, in the form attached as Schedule A to the Receivables Sale and Servicing Agreement.
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Examples of Asset Purchase Notice in a sentence

  • At each exercise of the Exclusive Asset Purchase Option decided by Party A, a notice specifying the amount of assets to be acquired from Party C by Party A (“Asset Purchase Notice”, together with the “Share Purchase Notice”, collectively referred to as “Purchase Notice”), shall be served by Party A to Party B and Party C (the form of the Asset Purchase Notice is attached hereto as Appendix II).

  • After receiving the Equity Interest Purchase Notice and/or the Asset Purchase Notice, Party B and/or Party C shall transfer the Purchased Interests and/or the Purchased Asset to Party A and/or the Designee according to the notice through the way specified in article 1.4 herein.

  • Each time Party A decides to exercise its Exclusive Asset Option, it shall give a notice to Party B and Party C (“Asset Purchase Notice”, together with the “Equity Interest Purchase Notice”, the “Purchase Notice”) of the specific quantity of the Optioned Assets it intends to purchase from Party C (the form of the Asset Purchase Notice as set out in Schedule II to this Agreement).

  • Within seven (7) Business Days after the receipt of the Asset Purchase Notice, Party C shall enter into an asset transfer agreement with Party A and/or the Designee (s) satisfactory to Party A, to ensure the transfer of the Optioned Assets to Party A and/or the Designee (s) as soon as possible and take all necessary actions to ensure the completion of the relevant asset title transfer registration procedures, if required.

  • Party B and/or Party C shall, upon receipt of the Equity Purchase Notice and/or Asset Purchase Notice, transfer the Purchased Equity and/or the Purchased Assets to Party A and/or the Designee(s) in accordance with the terms and conditions set forth in Article 1.4 herein.

  • Upon receipt of the Equity Interest Purchase Notice and/or Asset Purchase Notice, Party B and/or Party C shall transfer the Purchased Equity Interest and/or Purchased Assets to Party A and/or the Designee in the manner described in Article 1.4 of this Agreement in accordance with such notice.

  • The Asset Purchase Notice of Disagreement shall set forth in reasonable detail the basis for the disagreement described therein.

  • After receiving the Equity Interest Purchase Notice and/or the Asset Purchase Notice, Party B and/or Party C shall transfer the Purchased Interests and/or the Purchased Asset to Party A according to the notice through the way specified in article 1.4 herein.

  • The Potential Purchasing Member shall have ten (10) days (the “Asset ROFR Option Period”) after delivering the Asset Purchase Notice in which to advise the other Member in writing (the “Asset ROFR Exercise Notice”) whether or not it will acquire all of the Subject Assets on the same terms and conditions set forth in the Subject Assets Bona Fide Offer.

  • The scope of the Independent Accountant's engagement (which will not be an audit) shall be limited to the resolution of the disputed items described in the Asset Purchase Notice of Disagreement, and the recalculation, if any, of the Statement of Working Capital of the Xxx-NMBC Stations in light of such resolution.


More Definitions of Asset Purchase Notice

Asset Purchase Notice means a notice by the Seller specifying Obligor Account Assets offered to the Issuer for purchase, in the form attached as Schedule A, to be delivered electronically.
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Asset Purchase Notice has the meaning given such term in Section 8.7(a).
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Related to Asset Purchase Notice

  • Purchase Notice has the meaning set forth in Section 1.2.

  • VWAP Purchase Notice means an irrevocable written notice from the Company to the Buyer directing the Buyer to buy Purchase Shares on the VWAP Purchase Date pursuant to Section 1(c) hereof as specified by the Company therein at the applicable VWAP Purchase Price with the applicable VWAP Purchase Share Percentage specified therein.

  • Mandatory Purchase Notice means, in connection with the Mandatory Purchase of VRDP Shares, a notice substantially in the form attached to the VRDP Shares Purchase Agreement as Exhibit B, delivered by the Fund or the Tender and Paying Agent on behalf of the Fund to the Holders and the Liquidity Provider in accordance with the VRDP Shares Purchase Agreement specifying a Mandatory Purchase Date.

  • Repurchase Notice has the meaning set forth in Section 8.6(a).

  • Regular Purchase Notice means, with respect to any Regular Purchase pursuant to Section 2(a) hereof, an irrevocable written notice from the Company to the Investor directing the Investor to buy such applicable amount of Purchase Shares at the applicable Purchase Price as specified by the Company therein on the Purchase Date.

  • Fundamental Change Purchase Notice has the meaning specified in Section 3.02(a)(1) hereof.

  • Form of Fundamental Change Purchase Notice means the “Form of Fundamental Change Purchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Accelerated Purchase Notice means, with respect to any Accelerated Purchase made pursuant to Section 2(b) hereof, an irrevocable written notice from the Company to the Investor directing the Investor to buy a specified Accelerated Purchase Share Amount on the applicable Accelerated Purchase Date pursuant to Section 2(b) hereof at the applicable Accelerated Purchase Price.

  • Fundamental Change Repurchase Notice shall have the meaning specified in Section 15.02(b)(i).

  • Form of Fundamental Change Repurchase Notice means the “Form of Fundamental Change Repurchase Notice” attached as Attachment 2 to the Form of Note attached hereto as Exhibit A.

  • Additional Accelerated Purchase Notice means, with respect to an Additional Accelerated Purchase made pursuant to Section 2(c) hereof, an irrevocable written notice from the Company to the Investor directing the Investor to purchase the applicable Additional Accelerated Purchase Share Amount at the Additional Accelerated Purchase Price for such Additional Accelerated Purchase in accordance with this Agreement, and specifying any Additional Accelerated Purchase Minimum Price Threshold determined by the Company.

  • Asset Purchase shall have the meaning set forth in the recitals.

  • Noteholder Purchase Notice has the meaning assigned to such term in Section 12.

  • Release Notice has the meaning specified in Section 11.19(b).

  • Mandatory Purchase Date means the Purchase Date for a Mandatory Purchase in accordance with this Statement and the VRDP Purchase Agreement.

  • Change of Control Purchase Date shall have the meaning specified in Section 10.1.

  • Net Purchase Price has the meaning set forth in Section 2.1.

  • Failed Remarketing Condition—Purchased VRDP Shares Redemption means redemption by the Corporation, at a redemption price equal to $100,000 per share plus accumulated but unpaid dividends thereon (whether or not earned or declared) to, but excluding, the date fixed by the Board of Directors for redemption, of shares of a Series of VRDP Shares that the Liquidity Provider shall have acquired pursuant to the Purchase Obligation and continued to be the beneficial owner of for federal income tax purposes for a continuous period of six (6) months during which such VRDP Shares are tendered for Remarketing on each Business Day in accordance with the Related Documents but cannot be successfully remarketed (i.e., a Failed Remarketing Condition-Purchased VRDP Shares shall have occurred and be continuing for such period of time with respect to such VRDP Shares), determined by the Corporation on a first-in, first-out basis, in accordance with and subject to the provisions of the Fee Agreement and these Articles Supplementary.

  • Change of Control Notice means notice of a Change of Control Offer made pursuant to Section 3.8, which shall be mailed first-class, postage prepaid, to each record Holder as shown on the Note Register within 30 days following the date upon which a Change of Control occurred, with a copy to the Trustee, which notice shall govern the terms of the Change of Control Offer and shall state:

  • Change of Control Purchase Price shall have the meaning specified in Section 10.1.

  • Put Option Notice means a notice which must be delivered to a Paying Agent by any Noteholder wanting to exercise a right to redeem a Note at the option of the Noteholder;

  • Co-Sale Notice has the meaning set forth in Section 5.3.

  • Closing Notice Has the meaning specified in the NPA. Company: Has the meaning specified in the first paragraph of this Trust Supplement.

  • Call Option Notice means a written notice from the holder of the Call Option or the Administrator, as applicable, stating its desire to exercise the Call Option on the related Reset Date, delivered to each Clearing Agency, the Indenture Trustee, the Remarketing Agents, the Rating Agencies and, if the related class of Reset Rate Notes is then listed on the Luxembourg Stock Exchange, the Administrator will forward a copy to the Luxembourg Listing Agent (the contents of which are to be published in a leading newspaper having general circulation in Luxembourg).

  • Exchange Notice has the meaning set forth in Section 2.1(a)(iii).

  • Transaction Notice means a written request of Seller to enter into a Transaction in a form attached as Exhibit C hereto or such other form as shall be mutually agreed upon between Seller and Purchaser, which is delivered to the Purchaser in accordance with Section 3(c) herein.