First Refusal Notice Date definition

First Refusal Notice Date shall have the meaning set forth in Section 3.3(b) of this Agreement.
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First Refusal Notice Date is defined in Section 7.4(a).
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First Refusal Notice Date. Within five days after receipt of the Notice of Right of First Refusal by the Company, the Company shall send a copy of the Notice of Right of First Refusal along with a letter indicating the First Refusal Notice Date to each Institutional Investor that holds Preferred Units (other than the Offeror Holder and any such holder that is a Defaulting Member) (each, a “ROFR Holder”). The notice shall set forth the name of the Third Party (including, if such information is not publicly available, information about the identity of the Third Party), the number and class or series of Preferred Units or Vested Profits Units to be sold (the “Offered Units,” which shall not include Units to be sold that are not Preferred Units or Vested Profits Units), the price per Unit for the Offered Units (the “Offer Price”), all details of the payment terms and all other terms and conditions of the proposed Disposition. A Third Party Offer may not contain provisions related to any property of the Offeror Holder other than Preferred Units or Vested Profits Units held by the Offeror Holder, and the Offer Price shall be expressed only in terms of cash (in U.S. dollars). The Offer Price per Offered Unit may differ in order to reflect differences in the LP Allocation, BOE Allocation, Preferred Unit Preference Amounts, BOE Preferred Unit Preference Amount and Designated Values with respect to the Preferred Units that are Offered Units and differences in rights to distributions pursuant to Section 6.1(c), Designated Values, Withheld Amounts and Retained Amounts, if any, with respect to the Vested Profits Units that are Offered Units. Any Third Party Offer for Preferred Units or Vested Profits Units not satisfying the terms of this Section 7.4 (e.g., a Third Party Offer in which not all of the proposed consideration is cash or a Third Party Offer to purchase property other than Preferred Units or Vested Profits Units or a Third Party Offer that is not bona fide) may not be made unless otherwise expressly permitted pursuant to the other provisions of this Article 7.
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Examples of First Refusal Notice Date in a sentence

  • In the event that a Sector Member desires to 7 purchase the Permit or share, then the parties shall schedule a closing for the payment for, 8 and the delivery of, the Permit or share, which shall be no later than 45 calendar days 9 after the First Refusal Notice Date.

  • In the event that a Sector Member desires to purchase the Permit or share, then the parties shall schedule a closing for the payment for, and the delivery of, the Permit or share, which shall be no later than 45 calendar days after the First Refusal Notice Date.

  • The Sector Members shall have a period of five (5) calendar days following the First Refusal Notice Date (the “Election Period”) in which to elect to purchase or lease the Permit or any part of the Permit’s share at the price and subject to the same material terms and conditions set forth in the First Refusal Notice.

  • Each of the Shareholders Representatives shall have the sole and exclusive option to acquire all or any specified portion of the shares of Stock offered for transfer in accordance with the provisions of the Notice of Right of First Refusal for a period of two (2) business days from the First Refusal Notice Date (the "Shareholder Exclusive Option Period").

  • The date that the Notice of Right of First Refusal is received by the Corporation shall constitute the First Refusal Notice Date.

  • The date that the Notice of Right of First Refusal is delivered to the Shareholders Representatives and the Purchasers shall constitute the First Refusal Notice Date.

  • The Sector or any Member shall have a period of 7 calendar days 23 following the First Refusal Notice Date in which to elect to purchase or lease the ACE at 24 the price and subject to the same terms and conditions set forth in the First Refusal Notice 25 (Or an equal monetary value if other material goods or services are involved in the trade).

  • In the event that the Sector or member desires to purchase the Permit, then the parties shall schedule a closing for the payment for, and the delivery of, the Permit, which shall be no later than 90 calendar days after the First Refusal Notice Date.

  • In addition, the Corporation shall have the sole and exclusive option to acquire all or any portion of the shares of Stock offered for transfer in accordance with the provisions of the Notice of Right of First Refusal for a period of thirty days from the First Refusal Notice Date.

  • The Other Purchaser shall have the sole and exclusive option to acquire all or any portion of the Purchased Shares offered by the Selling Shareholder for transfer in accordance with the provisions of the Purchaser Notice of Right of First Refusal for a period of five (5) business days from the Purchaser First Refusal Notice Date (the "Purchaser Exclusive Option Period").


More Definitions of First Refusal Notice Date

First Refusal Notice Date. Within five days after receipt of the Notice of Right of First Refusal by the Company, the Company shall send a copy of the Notice of Right of First Refusal along with a letter indicating the First Refusal Notice Date to the Members holding Series A Units (each, an “Offeree”). The Notice of Right of First Refusal shall set forth the name of the Third Party (including information about the identity of the Third Party), the number of Series A Units, as applicable, proposed by the Offeror to be Disposed of (the “Offered Units”), the price per Unit for the Offered Units (the “Offer Price”), all details of the payment terms, all other terms and conditions of the proposed Disposition and the name and address of each other Offeree. A Third Party Offer may not contain provisions related to any property of the Offeror other than the Series A Units held by such Offeror, and the Offer Price shall be expressed only in terms of cash (in U.S. dollars). Any proposed Disposition of Series A Units not satisfying the terms of this Section 7.3 may not be made unless otherwise expressly permitted pursuant to the provisions of this Article 7.
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First Refusal Notice Date shall have the meaning set forth in Section 5.3(b).
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Related to First Refusal Notice Date

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

  • Transfer Notice Date has the meaning given to it in Section 2.06.

  • First Refusal Right means the right granted to the Corporation in accordance with Article E.

  • 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;

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

  • First Offer Period has the meaning set forth in Section 13.5.

  • First Offer has the meaning set forth in Section 3.9(e)(1) or Section 11.1(b)(i), as applicable.

  • ROFR means a right of first refusal to purchase or a right of first offer to purchase one or more of the Mortgaged Properties pursuant to a recorded instrument (or a memorandum thereof) encumbering the applicable Mortgaged Property.

  • 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).

  • Option Notice has the meaning set forth in Section 5.2(a).

  • Notice Date has the meaning specified in Section 2.15(b).

  • Secondary Refusal Right means the right, but not an obligation, of each Investor to purchase up to its pro rata portion (based upon the total number of shares of Capital Stock then held by all Investors) of any Transfer Stock not purchased pursuant to the Right of First Refusal, on the terms and conditions specified in the Proposed Transfer Notice.

  • Redemption Notice Date means, with respect to a Redemption, the date on which the Company sends the Redemption Notice for such Redemption pursuant to Section 4.03(F).

  • Non-Extension Notice Date has the meaning specified in Section 2.03(b)(iii).

  • Second Notice means notice to the Class in a form to be approved by the Court, which shall substantially be in accordance with the notice at Schedule “E”.

  • Nonrenewal Notice Date has the meaning specified in Section 2.03(b)(iii).

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

  • Exercise Notice Deadline In respect of any exercise of Options hereunder on any Conversion Date, the “Scheduled Trading Day” prior to the scheduled first “VWAP Trading Day” of the “Observation Period” (each as defined in the Indenture, but, in the case of any such Observation Period, as modified by the provision set forth opposite the caption “Convertible Security Settlement Method”) relating to the Convertible Securities converted on the Conversion Date occurring on the relevant Exercise Date; provided that in the case of any exercise of Options hereunder in connection with the conversion of any Relevant Convertible Securities on any Conversion Date occurring during the period starting on and including June 4, 2020 and ending on and including the second “Scheduled Trading Day” immediately preceding the “Maturity Date” (each as defined in the Indenture) (the “Final Conversion Period”), the Exercise Notice Deadline shall be noon, New York City time, on the “Scheduled Trading Day” (as defined in the Indenture) immediately preceding the “Maturity Date” (as defined in the Indenture).

  • ROFO Notice is defined in Section 6.2(a).

  • Put Notice Date means the Trading Day, as set forth below, immediately following the day on which the Investor receives a Put Notice, however a Put Notice shall be deemed delivered on (a) the Trading Day it is received by facsimile or otherwise by the Investor if such notice is received prior to 9:00 am Eastern Time, or (b) the immediately succeeding Trading Day if it is received by facsimile or otherwise after 9:00 am Eastern Time on a Trading Day. No Put Notice may be deemed delivered on a day that is not a Trading Day.

  • Optional Redemption Notice Date shall have the meaning set forth in Section 6(a).

  • Restriction Notice has the meaning set forth in Section 8.04(f) hereof.

  • Issuance Notice Date means any Trading Day during the Agency Period that an Issuance Notice is delivered pursuant to Section 3(b)(i).

  • Auction Notice has the meaning assigned to such term in the definition of “Dutch Auction”.

  • Proposed Transfer Notice means written notice from a Key Holder setting forth the terms and conditions of a Proposed Key Holder Transfer.

  • Retraction Notice has the meaning set forth in Section 11.01(c).