Higher and Better Offer definition

Higher and Better Offer means a bona fide, written Acquisition Proposal that did not result from Seller’s breach of Section 5.1(a) for an Alternative Transaction on terms that the board of directors (or comparable governing body) of Seller determines in good faith, after consultation with its financial advisor and outside legal counsel, (i) constitutes a higher and otherwise better offer for the Debtors’ assets and (ii) is reasonably likely to be consummated in accordance with its terms.
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Higher and Better Offer means any binding, non-contingent offer from a ready, willing and able buyer regarding the assets of the Bankruptcy Estate received by Seller, which Seller determines in her sole business judgment to be a higher and better offer than the Purchase Price provided for under this Agreement.
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Higher and Better Offer means a legally binding offer approved by the Court to acquire the Business as a going concern, which includes the payment to The Wiz of a non-refundable deposit in an amount at least equal to the Deposit set forth in Section 7.1(b).
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Examples of Higher and Better Offer in a sentence

  • Sellers' right to terminate pursuant to this Section 7.1(b) shall expressly be conditioned upon acceptance and approval by the Court of such Higher and Better Offer.

  • Such Preliminary Orders and Bidding Procedure shall further provide that the Sellers shall not be required to entertain an alternative offer unless such offer is for a value of at least $250,000 greater than the offer set forth in this Agreement plus the Additional Undertakings (the "Higher and Better Offer").


More Definitions of Higher and Better Offer

Higher and Better Offer means a bona fide, written Acquisition Proposal that did not result from a Seller Party’s breach of Section 13.02 for an Alternative Transaction on terms that the board of directors (or comparable governing body) of the Seller Parties determines in good faith, after consultation with its financial advisor and outside legal counsel, (a) constitutes a higher and otherwise better offer for the Purchased Securities and (b) is reasonably likely to be consummated in accordance with its terms.
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Related to Higher and Better Offer

  • Bona Fide Offer means an actual or genuine offer which includes a specific wage or a training opportunity at a specified place when used to determine whether the parent has refused an offer of training or employment.

  • Lowest and Best Responsible Bidder means the Bidder submitting the lowest Bid received that is within the range of acceptable bids, that also has the ability to timely perform the Contract bid upon considering such factors as financial resources, skills, quality of materials, past work record, and ability to comply with state, federal, and local requirements, including those set forth in the SBE Regulations.

  • Bailee Letter has the meaning assigned to such term in the Custodial Agreement.

  • Release Amount has the meaning set forth in Section 4.3(f).

  • Minimum Cash Amount shall have the meaning set forth in Section 6.2(iv).

  • Masterworks Investor refers to an affiliate of Masterworks that has raised capital from unaffiliated third party investors to invest the proceeds in a diversified collection of artwork and which acquires Class A Ordinary Shares as part of such investment strategy.

  • Offer Letter means the letter given to the Trainee providing him/her with an offer to join Infosys after the successful completion of the Program as a full-time employee in the capacity of a systems engineer, subject to terms and conditions contained in the offer letter.

  • Release Price As defined in Section 4.5(a).

  • Minimum Consideration means the $.01 par value per share or such larger amount determined pursuant to resolution of the Board to be capital within the meaning of Section 154 of the Delaware General Corporation Law.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Net Proceeds Offer has the meaning set forth in Section 4.16.

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.

  • Agreed Amount means part, but not all, of the Claimed Amount.

  • inter-dealer bond broker means a person or company that is approved by the Investment Industry Regulatory Organization of Canada under its Rule No. 36 Inter-Dealer Bond Brokerage Systems, as amended, and is subject to its Rule No. 36 and its Rule 2100 Inter-Dealer Bond Brokerage Systems, as amended from time to time;

  • Full Entitlement Share(s) shall have the respective meanings set forth in Section 2.12.

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

  • Dealer-operator means the individual who works at the established place of business of a dealer

  • Grant Offer Letter means the letter the Authority issued to the Grant Recipient confirming the Grant Offer;

  • Declined Amount as defined in Section 2.12(e).

  • Offered Amount has the meaning set forth in Section 2.05(a)(v)(D)(1).

  • Qualifying Offer shall have the meaning set forth in Section 11(a)(ii) hereof.

  • Ticket Holder means any individual possessing, holding or using a Ticket, including (without limitation) the Ticket Purchaser or any person to whom the Ticket was issued or transferred;

  • Applicable Policy means any rules, policies, directives, standards of practice or Program Parameters issued or adopted by the Funder, the Ministry or other ministries or agencies of the province of Ontario that are applicable to the HSP, the Services, this Agreement and the parties’ obligations under this Agreement during the term of this Agreement. Without limiting the generality of the foregoing, Applicable Policy includes the other documents identified in Schedule C;

  • Estoppel Letter A document executed by the Cooperative Corporation certifying, with respect to a Cooperative Unit, (i) the appurtenant Proprietary Lease will be in full force and effect as of the date of issuance thereof, (ii) the related stock certificate was registered in the Mortgagor's name and the Cooperative Corporation has not been notified of any lien upon, pledge of, levy of execution on or disposition of such stock certificate, and (iii) the Mortgagor is not in default under the appurtenant Proprietary Lease and all charges due the Cooperative Corporation have been paid.

  • L/C Amount means the sum of (i) the aggregate face amount of any issued and outstanding Letters of Credit and (ii) the unpaid amount of the Obligation of Reimbursement.

  • Letter of Offer means any letter, commitment, arrangement or agreement between us and you in relation to the facility. We may revise, add to, vary or replace the letter of offer from time to time.

Most Referenced Clauses

Most Referenced Definitions