Examples of Offered Party in a sentence
To exercise its Right of First Refusal under this Section 2.4, the Offered Party must deliver notice to the Corporation and the Investor Party that it intends to exercise its Right of First Refusal as to its pro rata portion or as to all of the Transfer Shares with respect to any Proposed Transfer within fifteen (15) Business Days after receipt of the Proposed Transfer Notice.
If the Offered Party does not send notice of its election under this Section 10.7(a) to the Offering Party within such 60-day period, the offer of the Offering Party shall be deemed to be accepted by the Offered Party and the Offered Party shall be obligated to sell its Membership Interests pursuant to the terms contained in the Offering Party’s offer.
The Offered Party will make payment of the Sale Shares within a period of 60 days from the date of exercise of its option to purchase.
The Offered Party will exercise its option to purchase the Sale Shares within a period of 30 days (“Offer Period”) from the date of receipt of notice in this behalf from the Offering Party.
In the event any Offered Party elects to exercise its Right of First Refusal with respect to the Transfer Shares, the closing of the purchase of the Transfer Shares shall take place, and all payments from the Offered Party shall be delivered to the Investor Party, fifteen (15) days from the end of the fifteen Business Day notice period in Section 2.4(b), or on such date as the Offered Party and the Investor Party shall mutually agree.
Any Offered Party who exercises the Right of First Refusal for its pro rata portion shall have the right to purchase a number of the Transfer Shares equal to (i) the percentage of shares of Common Stock held by such Offered Party on a Fully Diluted Basis, multiplied by (ii) the number of Transfer Shares.
If an Offered Party does not deliver the aforementioned notice within such fifteen (15) Business Days, it shall lose its Right of First Refusal.
If the Offered Party does not deliver an Acceptance Notice within thirty (30) days after the Offer Notice is received, the Offered Party shall be deemed to have waived its right to participate in the right of first offer described in this Section 7(c) and the Offering Wafra Participation Entity may Transfer the Offered Interests in accordance with the terms of Section 7(c)(iii).
The Offering Party and the Offered Party shall use commercially reasonable efforts to consummate such transaction within 120 days following, as applicable (i) the acceptance by the Offered Party of the Offering Party’s offer, (ii) the receipt by the Offering Party of the election of the Offered Party to purchase the Offering Party’s Membership Interests or (iii) the end of the 60-day period for the Offered Party to respond to the Offering Party’s offer.
In case of more than one interested Offered Party, there will be an apportionment according to the respective interest in relation to the Shares.