Each Sale Notice definition

Each Sale Notice shall set forth: (i) the name and address of each proposed transferee or purchaser of shares of Company Stock in the Drag-Along Sale; (ii) 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, (iii) confirmation that the proposed purchaser or transferee has been informed of the "Drag-Along Rights" provided for herein and has agreed to purchase shares of Company Stock in accordance with the terms hereof; and (iv) the Drag-Along Sale Date.
Sample 1
Each Sale Notice shall set forth: (i) the name of the Third Party and the number of shares of Common Stock proposed to be transferred, (ii) the address of the Third Party, (iii) the proposed amount and form of consideration and terms and conditions of payment offered by the Third Party, and any other material terms pertaining to the Transfer (the "Third Party Terms"), and (iv) that the Third Party has been informed of the Tag-Along Rights provided for in this Section 3.05 and has agreed to abide by the terms of the Tag-Along Rights.
Sample 1
Each Sale Notice shall set forth: (i) the name and address of each proposed transferee or purchaser of shares of Common Stock in the Drag-Along Sale; (ii) the proposed amount and form of consideration to be paid for such shares of Common Stock and the terms and conditions of payment offered by each proposed transferee or purchaser; (iii) confirmation that the proposed purchaser or transferee has been informed of the "Drag-Along Rights" provided for herein and has agreed to purchase shares of Common Stock (or, if requested by Investor or a Holder, Convertible Securities) in accordance with the terms hereof; and (iv) the Drag-Along Sale Date.
Sample 1

Examples of Each Sale Notice in a sentence

  • Each Sale Notice shall certify that such Defaulting Investor has received a firm offer from the prospective unaffiliated third party and shall contain the material terms of the proposed sale, including, without limitation, the purchase price of the proposed sale and the portion of such Defaulting Investor’s rights, obligations and commitments proposed to be sold.

  • Each Sale Notice shall describe in reasonable detail all material terms of the proposed Sale Transaction.

  • Each Sale Notice shall reasonably identify the Railcar(s) that Buyer desires to sell to a Third Party during the Option Period but shall not include the name of the proposed Third Party purchaser or any of the terms or conditions of the proposed sale.

  • Each Sale Notice shall disclose the number and type of Corporation Securities to be sold, the identity of the prospective transferee, the terms and conditions of the proposed Transfer and the manner in which Investor Parties may participate in the proposed Transfer in accordance with subsection (b).

  • Each Sale Notice delivered by PARCO shall be deemed to be a representation and warranty by PARCO that no PARCO Insolvency Event shall have occurred and be continuing.

  • Each Sale Notice shall set forth the Third Party Terms applicable to the proposed Transfer, the maximum number of shares of Common Stock the Wesco Stockholder to whom the Sale Notice is delivered is entitled to sell pursuant to the Tag-Along Right and the anticipated closing date of the Transfer, and shall be accompanied by a copy of any written documents reflecting the terms and conditions agreed to by the Carlyle Stockholder and the Third Party Purchaser.

  • Each Sale Notice shall specify the number of shares of Common Stock the Participant proposes to sell to the other Participants and the date on which the Participant intends for the sale to be consummated (the “Proposed Transfer Date”), which date shall be no less than seven (7) business days after the date of the Sale Notice.

  • Each Sale Notice shall be deemed to be a representation and warranty by PARCO that no PARCO Insolvency Event shall have occurred and be continuing.

  • Each Sale Notice shall set forth the proposed sales price (the “Proposed Project Value”) of the applicable Project(s) that Co-Managing Member desires to sell (each a “Proposed Sale Project”).

  • Each Sale Notice shall contain all material terms of the proposed Sale, including, without limitation, a copy of the written offer received, the nameand address of the prospective purchaser, the purchase price and terms of payment, and the date and place of the proposed sale.

Related to Each Sale Notice

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

  • Sale Notice has the meaning set forth in Section 3.04(b).

  • CAFA Notice refers to the notice requirements imposed by 28 U.S.C. § 1715(b).

  • PAGA Notice means Plaintiff’s September 26, 2019, letter to Xxxxxx Staffing Solution, LLC, among others, and the LWDA providing notice pursuant to Labor Code section 2699.3, subd.(a).

  • Offering Notice has the meaning set forth in Section 3.1(a).

  • Nomination Notice means all information and documents that a Nominating Shareholder is required to submit to the Secretary of the Corporation pursuant to Section 3.11f.

  • Selection Notice means a notice substantially in the form set out in Part II of Schedule 3 (Requests) given in accordance with Clause 9 (Interest Periods).

  • Pre-Notice shall have the meaning ascribed to such term in Section 4.13.

  • Secondary Notice means written notice from the Company notifying the Investors and the selling Key Holder that the Company does not intend to exercise its Right of First Refusal as to all shares of any Transfer Stock with respect to a Proposed Key Holder Transfer, on the terms and conditions specified in the Proposed Transfer Notice.

  • Acquisition Notice has the meaning set forth in Section 2.5(a).

  • OJEU Notice means the contract notice published in the Official Journal of the European Union.

  • Buy-Sell Notice shall have the meaning set forth in Section 10.4(b).

  • First Offer Notice shall have the meaning set forth in Section 14.4(a).

  • Transfer Notice means the notice of a proposed transfer of Shares described in Section 8.

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

  • Minimum Offering Notice means a written notification, signed by Broker, pursuant to which the Broker shall represent (1) that subscriptions for the Minimum Offering have been received, (2) that, to the best of Broker’s knowledge after due inquiry and review of its records, Cash Investment Instruments in full payment for that number of Shares equal to or greater than the Minimum Offering have been received, deposited with and collected by NCPS, (3) and that such subscriptions have not been withdrawn, rejected or otherwise terminated, and (4) that the Subscribers have no statutory or regulatory rights of rescission without cause or all such rights have expired.

  • Election Notice has the meaning set forth in Section 11.01(b).

  • FOIA Notice means a decision notice, enforcement notice and/or an information notice;

  • Acceptance Notice has the meaning set forth in Section 9.2(d)(iii).

  • Term SOFR Notice means a notification by the Administrative Agent to the Lenders and the Borrower of the occurrence of a Term SOFR Transition Event.

  • 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.

  • Offer Notice shall have the meaning set forth in Section 4.1.

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

  • Subsequent Financing Notice shall have the meaning ascribed to such term in Section 4.12(b).

  • Registration Notice has the meaning specified in Section 2.1(a).

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).