Initiating ROFO Seller definition

Initiating ROFO Seller has the meaning set forth in Section 2.2(a).
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Initiating ROFO Seller has the meaning set forth in Section 2.2(a). (aa) “Internal Revenue Service” means the United States Internal Revenue Service or its successor. (bb) “Joinder Agreement” means an agreement in the form attached hereto as Exhibit A. (cc) “New Securities” has the meaning set forth in Section 3.2(a). (dd) “New Securities Acceptance Period” has the meaning set forth in Section 3.2(b). (ee) “New Securities Sale Period” has the meaning set forth in Section 3.2(c). (ff) “Participant” has the meaning ascribed to such term in the ESOP. (gg) “Participant Elective Deferral” means an “Elective Deferral” as such term is defined in the ESOP. (hh) “Person” means an individual, partnership, corporation, unincorporated organization, joint stock company, limited liability company, trust, joint venture or other similar entity, or a governmental agency or political subdivision thereof. (ii) “Qualified Public Offering” means a bona fide public offering of Shares that yields gross proceeds of $30,000,000. (jj) “Reallocation Process” has the meaning set forth in Section 2.2(b). (kk) “Reallotment Notice” has the meaning set forth in Section 2.2(b).
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Examples of Initiating ROFO Seller in a sentence

  • If all or any part of the Remaining ROFO Shares are not Transferred by the Initiating ROFO Seller during the ROFO Sale Period, the right of the Initiating ROFO Seller to Transfer any such Remaining ROFO Shares shall expire and the obligations of this Section 2.2 with respect to such Remaining ROFO Shares shall be reinstated.

  • The ROFO Initiation Notice shall state the number and type of Shares the Initiating ROFO Seller intends to Transfer (the “ROFO Shares”), the proposed minimum cash purchase price therefor and a summary of the other terms of the proposed ROFO Sale.

  • Such right shall be exercised by delivering a written notice to the Company and the Initiating ROFO Seller within the Reallotment Period specifying the number of Rejected ROFO Shares that such Significant Person agrees to purchase (the “Reallotment Notice”).

  • Such right shall be exercised by delivering a written notice (the “ROFO Notice”) to the Company and the Initiating ROFO Seller within the ROFO Period specifying the number of ROFO Shares that such Significant Person agrees to purchase.

  • Such right shall be exercised by delivering a written notice to the Initiating ROFO Seller, the Warrant Agent and each Significant Person who is a Holder within the Company ROFO Period specifying the number of ROFO Shares or Rejected Reallotment Shares, as the case may be, that the Company agrees to purchase.

  • No Initiating ROFO Seller or its Affiliates shall have any liability to any other Holder arising from, relating to, or in connection with the terms and conditions of any ROFO Sale or the pursuit, consummation, postponement, or abandonment of such ROFO Sale, except to the extent that such Initiating ROFO Seller shall have failed to comply with the provisions of this Article II.