Excess Offered Securities definition

Excess Offered Securities has the meaning set forth in Section 3.1(c) of this Agreement.
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Excess Offered Securities has the meaning set forth in Section 3.1(b).
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Excess Offered Securities has the meaning assigned to such term in Section 3.1.2.
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Examples of Excess Offered Securities in a sentence

  • The procedure described in the preceding sentence shall be repeated until there are no remaining Excess Offered Securities.

  • The calculation described in the preceding sentence shall be made in successive proration calculations until there are no remaining Excess Offered Securities or there is no remaining Rightholder who indicated a willingness in the notice referred to in Section 3.1(b)(ii) to subscribe for additional shares.

  • The procedure described in the preceding sentence shall be repeated until either (x) there are no remaining Excess Offered Securities or (y) each Rightholder shall have declined or waived the initial offer of Offered Securities or an offer to subscribe for Excess Offered Securities.

  • The calculation described in the preceding sentence shall be made in successive proration calculations until there are no remaining Excess Offered Securities or there is no remaining Rightholder who indicated a willingness in the notice referred to in Section 3.1(b)(ii) to subscribe for additional Offered Securities.

  • If such sale is not consummated within thirty (30) days after the Contract Date for any reason, then the restrictions provided for herein shall again become effective as to such remaining Excess Offered Securities, and no transfer of such remaining Excess Offered Securities may be made thereafter by the Selling Stockholder without again offering the same to the Company and the Rightholders in accordance with this Section 3.1.

  • If the Company and/or the Rightholders do not purchase all of the Offered Securities pursuant to Section 3.1(b) and/or Section 3.1(c), then the Selling Stockholder may, subject to Section 3.1(f), sell the remaining Excess Offered Securities to a Third Party Purchaser in accordance with Section 3.1(e).

  • The right of the Company to purchase any of the remaining Excess Offered Securities under this Section 3.1(c) shall be exercisable by delivering written notice of the exercise thereof, prior to the expiration of the Company Option Period, to the Selling Stockholder.

  • Each such notice shall state (a) the number of Shares held by such Rightholder, (b) the number of Offered Securities that such Rightholder is willing to purchase pursuant to this Section 3.1(b), including the number of Excess Offered Securities, if any, such Rightholder shall wish to purchase.

  • The procedure described in the preceding sentence shall be repeated until there are no remaining Excess Offered Securities or until no Rightholder wishes to purchase any additional Excess Offered Securities.

  • The right of each such ROFO Recipient to purchase the Excess Offered Securities under the immediately preceding sentence shall be exercisable by delivering written notice of the exercise thereof, within five (5) Business Days following the date of the Second Offer Notice, to the Offering Member, which notice shall state the amount of Excess Offered Securities that such ROFO Recipient elects to purchase pursuant to this Section 8.2(c).


More Definitions of Excess Offered Securities

Excess Offered Securities has the meaning set forth in Section 3.1(b) of this Agreement.
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Excess Offered Securities has the meaning given in Section 10.2; “Excess Proposed Securities” has the meaning given in Section 8.3; “Excluded Securities” has the meaning given in Section 8.4; “Exempted Transfer” has the meaning given in Section 10.1. “Existing Shareholders Agreement” means the Amended and Restated Shareholders Agreement dated September 20, 2017 among the Company and all of the then existing shareholders of the Company. “Fairness Opinion” has the meaning given in Schedule 2; “Financial Year” means a period in respect of which an audited profit and loss account of the Company has been or is to be prepared for the purpose of laying before the Company at its annual general meeting, whether that period is a year or not, or such other date as the Board may decide; “Fit Business” means the business of: (a) wholesale cash and carry trading of Goods, Services and Content; (b) being a provider of technology and any and all kinds of services for online sellers of Goods, Services and Content; (c) providing logistics and related services to sellers of Goods, Services and Content; (d) creating an online market place where sellers of Goods, Services and Content may market their offerings to customers; (e) developing and maintaining websites that are organized for online sale of Goods, Services and Content and licensing the related domain names or unique instances thereof to online sellers of goods and services; and (f) facilitating payments through internet or mobile phones, whether through credit card and/or debit card and/or any other payment method. For the purpose of this definition: (i) “Goods” means any and all kinds of goods and products including tangible goods; (ii) “Services” means any and all kinds of services; and (iii) “Content” means any and all kinds of content including music, e-books and movies. Further, all references to the Fit Business shall include the assets of such business. The Fit Business shall be carried on through subsidiaries in or outside Singapore; “Fit Group” means the Company and each of its subsidiaries from time to time; “Fit Group Company” means any member of the Fit Group; “Fit Representative” means, as to any Fit Group Company, any director, officer, employee, agent or other representative acting for or on behalf of such Fit Group Company and whose conduct could subject such Fit Group Company to liability under Applicable ABAC Laws, Applicable Money Laundering Laws, or Sanctions; 5
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Excess Offered Securities has the meaning ascribed to it in Clause 4.3(b)(ii);
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Excess Offered Securities has the meaning ascribed to it in Clause 4.3(B)(b);
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Excess Offered Securities has the meaning set forth in Section 3.1(b) of this Agreement. Confidential Final Draft - October 7, 2002
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Excess Offered Securities has the meaning set forth in Section ------------------------- 3.1
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Related to Excess Offered Securities

  • Offered Securities shall have the meaning specified in Section 5.03(b)(ii)(B).

  • Underwritten Securities shall include the Initial Underwritten Securities and all or any portion of the Option Securities agreed to be purchased by the Underwriters as provided herein, if any. The Terms Agreement, which shall be substantially in the form of Exhibit A hereto, may take the form of an exchange of any standard form of written telecommunication between you and the Company. Each offering of Underwritten Securities through you or through an underwriting syndicate managed by you will be governed by this Agreement, as supplemented by the applicable Terms Agreement.

  • Refused Securities has the meaning ascribed to such term in Section 4.1(c)

  • Net Proceeds Offer has the meaning provided in Section 4.16.

  • Net Proceeds Offer Payment Date has the meaning provided in Section 4.16.

  • Designated Securities means securities issued by an Insured, or by any Affiliated Entity, or by any Fund to which such Insured or any Affiliated Entity provides any services.

  • NIM Securities As defined in the tenth Recital to this Agreement.

  • Covered Securities means any note, stock, treasury stock, security future, bond, debenture, evidence of indebtedness, certificate of interest or participation in any profit-sharing agreement, collateral-trust certificate, preorganization certificate or subscription, transferable share, investment contract, voting-trust certificate, certificate of deposit for a security, fractional undivided interest in oil, gas, or other mineral rights, any put, call, straddle, option, or privilege on any security (including a certificate of deposit) or on any group or index of securities (including any interest therein or based on the value thereof), or any put, call, straddle, option, or privilege entered into on a national securities exchange relating to foreign currency, or, in general, any interest or instrument commonly known as a "security", or any certificate of interest or participation in, temporary or interim certificate for, receipt for, guarantee of, or warrant or right to subscribe to or purchase any of the foregoing.

  • Approved Securities means securities of any State Government or of the Central Government and such bonds, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government;

  • Net Proceeds Offer Amount has the meaning provided in Section 4.16.

  • Offering Shares means the shares of Common Stock included in the Units issued pursuant to this Agreement and Investor Warrant Shares.

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

  • Redemption Securities means any debt or equity securities of the Corporation, any Subsidiary or any other corporation or other entity, or any combination thereof, having such terms and conditions as shall be approved by the Board of Directors and which, together with any cash to be paid as part of the redemption price, in the opinion of any nationally recognized investment banking firm selected by the Board of Directors (which may be a firm which provides other investment banking, brokerage or other services to the Corporation), has a value, at the time notice of redemption is given pursuant to paragraph (d) of this Section 5, at least equal to the Fair Market Value of the shares to be redeemed pursuant to this Section 5 (assuming, in the case of Redemption Securities to be publicly traded, such Redemption Securities were fully distributed and subject only to normal trading activity).

  • Specified Securities means ‘equity shares’ and ‘convertible securities’ as defined under clause (zj) of sub-regulation (1) of regulation 2 of the Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;

  • Firm Securities means the number or amount of Securities that the several Underwriters are initially committed to purchase under the Underwriting Agreement (which may be expressed as a percentage of an aggregate number or amount of Securities to be purchased by the Underwriters, as in the case of a standby Underwriting Agreement). “Additional Securities” means the Securities, if any, that the several Underwriters have an option to purchase under the Underwriting Agreement to cover over-allotments. The number, amount, or percentage of Firm Securities set forth opposite each Underwriter’s name in the Underwriting Agreement plus any additional Firm Securities which such Underwriter has made a commitment to purchase, irrespective of whether such Underwriter actually purchases or sells such number, amount, or percentage of Securities under the Underwriting Agreement or Article XI hereof, is hereinafter referred to as the “Original Underwriting Obligation” of such Underwriter, and the ratio which such Original Underwriting Obligation bears to the total of all Firm Securities set forth in the Underwriting Agreement (or, in the case of a standby Underwriting Agreement, to 100%) is hereinafter referred to as the “Underwriting Percentage” of such Underwriter. For the avoidance of doubt, each Underwriter acknowledges and agrees that, for all purposes under this Agreement and otherwise (including, to the extent applicable, for purposes of Section 11(e) under the U.S. Securities Act of 1933 (the “1933 Act”)), each Underwriter’s Underwriting Percentage of the total number, amount, or percentage of Securities offered and sold in the Offering (including any Additional Securities), and only such number, amount, or percentage, constitutes the securities underwritten by such Underwriter and distributed to investors.1 References herein to laws, statutory and regulatory sections, rules, regulations, forms, and interpretive materials will be deemed to include any successor provisions.

  • Net Proceeds Offer Trigger Date has the meaning provided in Section 4.16.

  • Underwritten Shelf Takedown shall have the meaning given in subsection 2.3.3.

  • Qualifying Capital Securities means securities (other than Common Stock, rights to acquire Common Stock and securities convertible into Common Stock) that, in the determination of the Corporation’s Board of Directors reasonably construing the definitions and other terms of this Replacement Capital Covenant, meet one of the following criteria:

  • CHESS Approved Securities means securities of the Company for which CHESS approval has been given in accordance with the ASX Settlement Operating Rules;

  • Conversion Securities has the meaning set forth in Section 4.08(b).

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

  • Equity-linked Securities means any debt or equity securities that are convertible, exercisable or exchangeable for Class A Shares issued in a financing transaction in connection with a Business Combination, including but not limited to a private placement of equity or debt.

  • Qualified Securities means securities of a reporting issuer that carry the right to participate in voting on the appointment or removal of the reporting issuer’s auditor;

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Offered Notes The Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes, the Class A-4 Notes, the Class B Notes, the Class C Notes and the Class D Notes.

  • Rights Offering Shares means the shares of New Common Stock (including all Unsubscribed Shares purchased by the Commitment Parties pursuant to this Agreement) distributed pursuant to and in accordance with the Rights Offering Procedures.