Examples of Offeror Party in a sentence
Additionally, if at any time during the term hereof either Quotaholder or its respective Affiliates (the "OFFEROR PARTY") receives a bona fide offer from a third party ("THIRD PARTY OFFEROR") to purchase said Equity Quotas which offer is acceptable to the Offeror Party ("THIRD PARTY OFFER"), then the Offeror Party shall first offer to sell said Quotas to the other Quotaholder at the same price and an the same terms as have been offered by the Third Party Offeror.
This Agreement has been duly executed and delivered by each Offeror Party and, assuming the due authorization, execution and delivery hereof by the Company, constitutes a valid and binding obligation of each Offeror Party, enforceable against each Offeror Party in accordance with its terms, subject to the Bankruptcy and Equity Exception.
Each Offeror Party has all requisite corporate or similar power and authority and has taken all corporate action necessary in order to execute, deliver and perform its obligations under this Agreement and to consummate the Offer and the other transactions contemplated hereby.
In the event that the Remaining Party and the Offeror Party shall fail to mutually agree on an Evaluator within such period, the Remaining Party and the Offeror Party shall each select an Evaluator and the two (2) Evaluators shall mutually agree upon and designate within ten (10) days following the designation of the two (2) Evaluators as provided above a final Evaluator who shall determine such fair market value.
The final Evaluator’s determination of the fair market value of the consideration shall be set forth in a written detailed report mutually addressed to the Remaining Party and the Offeror Party and such determination shall be final, conclusive and binding upon the Remaining Party and the Offeror Party.
In the event of a Transfer in which the Sale Price is not entirely cash (or the portion of the Sale Price attributable to the Ownership Interests is not readily ascertainable), the Sale Price shall be determined in accordance with Section 3.3.4. The Remaining Party agrees to maintain such offer in confidence and not disclose the same without the prior written consent of the Offeror Party and the Third Party Transferee.
All costs related to the appointment of and valuation by the Evaluators shall be borne by the Offeror Party.
In the event that either the Remaining Party or the Offeror Party shall fail to so select an Evaluator within such period, the Evaluator so selected by the other shall be deemed to be the final Evaluator for purposes of this Section 3.3.4..