Public Transfer definition
Examples of Public Transfer in a sentence
In addition, the Repurchase Option granted under this Article VII shall terminate (i) as to Restricted Securities proposed to be Transferred in a Proposed Public Transfer on the date such Restricted Securities are sold pursuant to such Proposed Public Transfer; and (ii) as to Restricted Securities proposed to be Transferred to a Proposed Private Transfer Qualified Transferee, on the date such Restricted Securities are transferred to such Proposed Private Transfer Qualified Transferee.
In the case of any Proposed Public Transfer, the purchase price for purposes of this Section 5.3 will be the volume-weighted average closing price of the Common Stock (or the volume-weighted average closing price of the amount of Common Stock into which the Capital Stock is convertible) over the thirty 30 days preceding Restricted Stockholder’s delivery of the Offer Notice.
In case of a Proposed Public Transfer under Rule 144, the Offer Notice shall include only the information specified in items (i), (iii) and (v) above, and in the case of a demand pursuant to Section 4.1 or request for registration pursuant to Section 4.2 such Restricted Stockholder’s demand or request will constitute its Offer Notice.
Notwithstanding the foregoing, if such Restricted Stockholder proposes to Transfer Restricted Securities pursuant to a Proposed Public Transfer, the name, address and price of the Offered Securities may not be applicable or available.
The purchase price at which the Public Offered Shares are offered to MVII shall be the price and terms specified in the Public Transfer Notice.
The Transfer Notice shall (i) identify the proposed transferee, (ii) state whether or not the proposed transferee is an Affiliate of the transferor, and (iii) state whether or not the Transfer is being effected in a Public Transfer.
Before any Shares may be Transferred by the Investor pursuant to a Permitted Public Transfer (excluding any Transfer pursuant to paragraph (d) of Exhibit C), the Investor shall deliver a written notice (a “ROFO Notice”) to the Company, which shall confirm the Investor’s bona fide intention to Transfer Shares (such shares, the “ROFO Shares”) in a Permitted Public Transfer.
Students who accumulate an abundance of tickets and/or who fail to pay their parking fines will be subject to losing the privilege of parking their vehicle on campus.
Each notice of a proposed Demand Transfer shall specify whether such Transfer will be a Public Transfer or a Negotiated Transfer, whether a Negotiated Transfer will be registered or unregistered, the approximate number of Registrable Securities proposed to be Transferred, the proposed timetable for the transaction and the anticipated per share price range for such Transfer.
During the period of fifteen (15) Business Days following the delivery of the ROFO Notice to the Company (the “ROFO Negotiation Period”), the Investor shall, if so requested by the Company or the Preferred New Investor(s), negotiate exclusively with the Preferred New Investor(s) in good faith with respect to a transaction in which the Investor shall Transfer all or a portion of the ROFO Shares to the Preferred New Investor(s), in lieu of an effective Permitted Public Transfer for such ROFO Shares.