Offeree Members definition

Offeree Members has the meaning set forth in Section 10.1(b) hereof.
Sample 1Sample 2Sample 3
Offeree Members is defined in Section 11.4(b).
Sample 1Sample 2
Offeree Members means all Class A Members other than the Selling Member.
Sample 1Sample 2

Examples of Offeree Members in a sentence

  • If the Transferring Member specifics in the Transfer Offer a minimum number of Offered Units that must be Transferred under the Transfer Offer, and such minimum number of Offered Units is not accepted by one or more Offeree Members within thirty (30) days after the Transfer Offer Date.

  • The Offeree Members shall have the first right to accept or reject any Transfer Offer.

  • In the event the Selling Member (i) proposes to sell the Offered Units other than in accordance with the preceding sentence or (ii) does not sell all of the Offered Units to the Proposed Acquiror within such 80-day period, then, in each such case, prior to any Transfer of such Offered Units, the Selling Member shall be required to first offer such Offered Units to the Offeree Members in the manner provided in this Section.

  • Failure to deliver an Acceptance Notice shall be deemed conclusive evidence of an Offeree Member's intent to decline the opportunity to purchase any of the Offered Units.

  • Subject to the provisions of this Section 8.3, each Offeree Member shall have the irrevocable right of first refusal for a period of thirty (30) days after its receipt of the Selling Member Notice (the "Acceptance Period") to purchase a portion of the Offered Units in the proportion that the Ownership Percentage of such Member bears to the Ownership Percentages of all the Offeree Members electing to so purchase the Offered Units.

  • At the closing, the Selling Member shall sell to the Offeree Members full right, title and interest in and to the Offered Units, free and clear of all liens, claims and encumbrances (other than those created pursuant to this Agreement) and shall deliver or cause to be delivered to the Offeree Members the certificate(s), if any, representing the Membership Units purchased by the Offeree Members.

  • The Offer Notice shall constitute an offer (the “Offer”) by the Transferring Member to the Offeree Members to purchase the Offered Membership Interest in exchange for the price and on the terms set forth in the Third-Party Offer.

  • The foregoing shall not prohibit the Company and the Offeree Members from collectively purchasing all the Offered Interest in such individual proportions as they shall mutually agree.

  • The Offeree Members shall have the right, for a period of thirty (30) days after the Offer Notice is delivered, to accept the Offer in proportion to their Participating Percentages or in such other proportion as they may agree upon.

  • The Offeree Members shall accept the Offer, if at all, by delivering of written notice setting forth such acceptance to the Transferring Member within the 30-day period described above.


More Definitions of Offeree Members

Offeree Members has the meaning given such term in Section 11.2(a).
Sample 1
Offeree Members means Members other than the Selling Member who must be offered a right of first refusal to purchase the Selling Member's Membership Interest all as provided in Section 11.4 of this Agreement.
Sample 1
Offeree Members shall have the meaning set forth in Section 9.2(a) hereof.
Sample 1
Offeree Members shall have the meaning given such term in Section 8.4(b)(i).
Sample 1
Offeree Members shall have the meaning set forth in Section 9.1.
Sample 1
Offeree Members has the meaning set forth in Section 8.6(a) of this Agreement.
Sample 1

Related to Offeree Members

  • Class B Members means all such Persons.

  • New Members As Defined By the Public Employees’ Pension Reform Act of 2013 (PEPRA)

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Class B Member means a Member holding one or more Class B Ordinary Shares.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Remaining Members has the meaning set forth in Section 11.2.

  • Key Holders means the persons named on Schedule B hereto, each person to whom the rights of a Key Holder are assigned pursuant to Subsection 3.1, each person who hereafter becomes a signatory to this Agreement pursuant to Subsection 6.9 or 6.17 and any one of them, as the context may require.

  • Bona fide member means an individual who participates in activities of a qualified organization

  • Eligible Holders has the meaning set forth in Section 2.01(a).

  • New member means a person first employed on or after Septem- ber 1, 2005, including a former member who withdrew retirement contributions under Government Code 822.003 and is reemployed on or after September 1, 2005.

  • Offeree means an individual to whom the Committee has offered the right to acquire Shares under the Plan (other than upon exercise of an Option).

  • Non-Voting Member means a member of a Committee or Sub- Committee of the Council who is not a member of the Council and is not entitled to vote on any matter coming before that Committee or Sub- Committee;

  • Unitholders means the holders of Units.

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Affiliated Redeeming Unitholder means an affiliated person or a promoter of or a principal underwriter for the Trust, or an affiliated person of such a person, promoter or principal underwriter. The terms "affiliated person," "promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Participating member means a member who is required to make mandatory contributions by the applicable retirement act to his or her health reimbursement account.

  • Initial Members means those Persons whose names are set forth in the first sentence of this Agreement. A reference to an “Initial Member” means any of the Initial Members.

  • Transferring Stockholder has the meaning set forth in Section 4.04(a).

  • Founding Members means the collective reference to American Multi-Cinema, Inc., a Missouri corporation, Cinemark Media, Inc., a Delaware corporation, and Regal CineMedia Holdings, LLC, a Delaware limited liability company.

  • Transferring Shareholder has the meaning set out in Section 6.1;

  • Initiating Member shall have the meaning provided in Section 15.2(a).

  • crew member means a person assigned by an operator to duty on an aircraft during a flight duty period;

  • Participating Investor any Participating Account, Participating Insurance Company or Participating Plan, including the Account and the Company.

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Transferring Member has the meaning set forth in Section 11.3(a).

  • Class B Holder means the Person in whose name a Class B Certificate is registered in the Certificate Register, except that, solely for the purpose of giving any consent, request or waiver pursuant to this Agreement, the interest evidenced by any Class B Certificate registered in the name of the Transferor, Servicer, or any Person actually known to an Authorized Officer of Trustee to be an Affiliate of the Transferor or Servicer, shall not be taken into account in determining whether the requisite percentage necessary to effect any such consent, request or waiver shall have been obtained.