Outside Offer definition

Outside Offer shall have the meaning set forth herein in Section 2.2(a).
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Outside Offer is defined in Section 2.1.1.
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Outside Offer has the meaning set forth in Section 6(a) hereof.
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Examples of Outside Offer in a sentence

  • The Investors shall be free to transfer such portion of the Drag-Along Shares as belonging to them to the Drag-Along Purchaser under the terms of the Outside Offer.

  • The Remaining Shareholders shall be bound, in such event, to sell along with the Investors, such quantum of their Shares, on the same terms of the Outside Offer as may be required to enable the Investors to complete the transaction as agreed with the Drag-Along Purchaser.

  • The Investors shall obtain a written offer from the third party purchaser (the "Drag-Along Purchaser") detailing therein the terms upon which the Drag- Along Purchaser is willing to purchase all the Drag Along Shares (the "Outside Offer").

  • The Outside Offer shall set forth its date, the proposed purchase price, the number of shares of Common Stock proposed to be purchased, and the other terms and conditions upon which the purchase is proposed to be made, as well as the name and address of the Prospective Purchaser.

  • The Selling Stockholder shall transmit copies of the Outside Offer to the Company and Sun within five (5) days after the Selling Stockholder’s receipt of the Outside Offer.

  • If Licensor receives from Licensee before expiration of the Evaluation Period a written offer that meets each of the terms of the Outside Offer or is more advantageous to Licensor than the Outside Offer (a "Qualifying Licensee Offer"), then Licensor shall either (a) reject the Outside Offer, or (b) accept the Qualifying Licensee Offer.

  • For a period of ten (10) days after such deemed offer by the Selling Stockholder to Sun, Sun shall have the option, exercisable by written notice to the Selling Stockholder, to accept the Selling Stockholder’s offer, in whole and not in part, as to the Selling Stockholder’s shares of Common Stock that are the subject of the Outside Offer.

  • If Licensee receives from Licensor before expiration of the Evaluation Period a written offer that meets each of the terms of the Outside Offer or is more advantageous to Licensee than the Outside Offer (the "Qualifying Licensor Offer"), then Licensee shall either (a) reject the Outside Offer, or (b) accept the Qualifying Licensor Offer.

  • For a period of ten (10) days after such deemed offer by the Selling Shareholder to Sun, Sun shall have the option, exercisable by written notice to the Selling Shareholder, to accept the Selling Shareholder’s offer, in whole and not in part, as to the Selling Shareholder’s shares of Common Stock that are the subject of the Outside Offer.

  • If a Qualifying Licensee Offer is not received within the Evaluation Period, then the Right of First Refusal shall expire, and Licensor shall be free to accept the Outside Offer.


More Definitions of Outside Offer

Outside Offer. As defined in Section 6.3(a).
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Outside Offer shall have the meaning set forth herein in SECTION 2.2(a).
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Outside Offer shall have the meaning set forth in SECTION 9.3.
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Related to Outside 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.

  • Active Offer means the clear and proactive offer of service in French to individuals, from the first point of contact, without placing the responsibility of requesting services in French on the individual;

  • Purchase Offer shall have the meaning assigned to such term in Section 2.25(a).

  • First Offer Notice shall have the meaning set forth in Section 14.4(a).

  • Repurchase Offer shall have the meaning specified in Section 11.1(b).

  • Offer Notice shall have the meaning set forth in Section 4.1.

  • First Offer Period has the meaning set forth in Section 13.5.

  • pre-emptive offer means an offer of equity securities open for acceptance for a period fixed by the Directors to holders (other than the Company) on the register on a record date fixed by the Directors of ordinary shares in proportion to their respective holdings but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory;

  • First Offer has the meaning set forth in Section 3.9(e)(1) or Section 11.1(b)(i), as applicable.

  • Base Offer Segment means a component of a Sell Offer based on an existing Generation Capacity Resource, equal to the Unforced Capacity of such resource, as determined in accordance with the PJM Manuals. If the Sell Offers of multiple Market Sellers are based on a single Existing Generation Capacity Resource, the Base Offer Segments of such Market Sellers shall be determined pro rata based on their entitlements to Unforced Capacity from such resource.

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

  • Competing Offer means a Tender Offer for Units which (i) is Commenced prior to the expiration of the Offer by a Person that is not an Affiliate (or in the case of Waltxx Xxxeet, as to its Associates only) of any Partner and (ii) has a cash purchase price per Unit that is at least 2% (10% with respect to the first Competing Offer made following the Offer by the Partnership)

  • Real-time Offer means a new offer or an update to a Market Seller’s existing cost-based or market-based offer for a clock hour, submitted for use after the close of the Day-ahead Energy Market.

  • Responsive Offer or means an offer which conforms in all material respects to the requirements set forth in the request for proposals. Material respects of a request for proposals include, but are not limited to price, quality, quantity or delivery requirements.

  • Asset Sale Offer shall have the meaning specified in Section 4.13.

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • Proposed Transfer Notice means written notice from a Key Holder setting forth the terms and conditions of a Proposed Key Holder Transfer.

  • Offer means “proposals” in negotiation.

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).

  • Offering Notice has the meaning set forth in Section 4.3(b).

  • Third Party Offer has the meaning set forth in Section 3.2.2(a).

  • Last best offer package means the offer exchanged by parties not less than 14 days prior

  • ROFR Notice has the meaning set forth in Section 3.02(d).

  • Term SOFR Notice means a notification by the Administrative Agent to the Lenders and the Borrower of the occurrence of a Term SOFR Transition Event.

  • Permitted Offer means a tender offer or an exchange offer for all outstanding Common Shares of the Company determined by the Board of Directors of the Company, after receiving such advice as it deems necessary and giving due consideration to all relevant factors, to be in the best interests of the Company and its stockholders.