First Refusal Price definition

First Refusal Price means the price agreed upon between the Disposing Shareholder and the party or parties electing to exercise a right of first refusal under the terms hereof. In the absence of an agreed upon price, the term shall mean a purchase or redemption on terms and conditions substantially the same as those described in the First Refusal Notice given to the other parties hereto in accordance with the terms of this Agreement. In the event such notice describes terms and conditions that are unique to a proposed transaction and cannot readily be assumed by other parties, e.g., an exchange of shares in return for property or services, or in the event of a proposed gift, in the absence of an agreed upon price, the First Refusal Price shall be the Determined Value as provided in Section 4.5.

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First Refusal Price has the meaning set forth in Section 2.4(a).

First Refusal Price has the meaning set forth in Section 13.2 of this Agreement.

Examples of First Refusal Price in a sentence

• Payment of the Right of First Refusal Price shall be made, at the option of the Company or its assignee(s), in cash (by check), by cancellation of all or a portion of any outstanding indebtedness of the Holder to the Company (or, in the case of repurchase by an assignee, to the assignee), or by any combination thereof within thirty (30) days after receipt of the Notice or in the manner and at the times set forth in the Notice.

• Payment of the Right of First Refusal Price shall be made, at the option of the Company or its assignee(s), in cash (by check), by cancellation of all or a portion of any outstanding indebtedness of the Holder to the Company or any affiliate of the Company (or, in the case of repurchase by an assignee, to the assignee), or by any combination thereof within thirty (30) days after receipt of the Notice or in the manner and at the times set forth in the Notice, against delivery of the Shares being purchased.

• Notwithstanding the foregoing, if any Outstanding Amount is owed to the Company by Purchaser, the First Refusal Price shall be reduced (to an amount not less than zero) by such Outstanding Amount, which reduction shall be specified in reasonable detail in the Company's written notice of election to purchase the Offered Shares.

• If Purchaser fails to so surrender such certificate or certificates on or before such date, from and after such date the Offered Shares shall be deemed to be no longer outstanding, and Purchaser shall cease to be a Shareholder with respect to such Shares and shall have no rights with respect thereto except only the right to receive payment of the First Refusal Price, without interest, upon surrender of the certificate or certificates therefor (duly endorsed in blank for Transfer).

• Within twenty (20) days after delivery of such notice to Optionee, the Company shall deliver to Optionee a check, payable to Optionee or to such person as Optionee shall request, in the amount equal to the product of the Proposed Purchase Price multiplied by the number of Offered Shares (the "First Refusal Price") in exchange for the Offered Shares.

• Within twenty (20) days after delivery of such notice to Purchaser, the Company shall deliver to Purchaser a check, payable to Purchaser or to such person as Purchaser shall request, in the amount equal to the product of the Proposed Purchase Price multiplied by the number of Offered Shares (the "First Refusal Price") in exchange for the Offered Shares.

• If Newco, within twenty (20) days after the date of mailing of the First Refusal Notice, does not elect to redeem all of the shares offered for redemption or purchase in accordance with the terms of this Agreement, then for an additional twenty-five (25) days, the Investor Shareholders shall have the option of purchasing the remaining shares offered for disposition, Pro Rata, at the First Refusal Price.

• If Purchaser fails to so surrender such certificate or certificates on or before such date, from and after such date the Offered Shares shall be deemed to be no longer outstanding, and Purchaser shall cease to be a stockholder with respect to such Shares and shall have no rights with respect thereto except only the right to receive payment of the First Refusal Price, without interest, upon surrender of the certificate or certificates therefor duly endorsed in blank for Transfer.

• If Optionee fails to so surrender such certificate or certificates on or before such date, from and after such date the Offered Shares shall be deemed to be no longer outstanding, and Optionee shall cease to be a Shareholder with respect to such Shares and shall have no rights with respect thereto except only the right to receive payment of the First Refusal Price, without interest, upon surrender of the certificate or certificates therefor (duly endorsed in blank for Transfer).

• ServiceMaster shall pay a purchase price (the "First Refusal Price") for each share purchased by ServiceMaster upon exercise of its First Refusal Right in the amount of the Market Price per Share for ServiceMaster shares on the business day preceding the First Refusal Notice Date.

More Definitions of First Refusal Price

First Refusal Price means the price per New Share or New ADS determined in accordance with Section 2.06(a)(i) or (b)(i).

First Refusal Price means the price agreed upon between the Disposing Shareholder and the party or parties electing to exercise a right of first refusal under the terms