ROFO Election definition
Examples of ROFO Election in a sentence
If the Recipient(s) fail to deliver a ROFO Election to the Initiator within the Election Period then the Recipient(s) shall conclusively be deemed to have elected to not purchase the Interest.
Further, thereafter, the Initiator shall (x) cease to have any rights to initiate a Buy-Sell pursuant to Section 9.1, (y) not under any circumstances be entitled to make a ROFO Election or ROFR Election and (z) cease to have any rights to initiate a Forced Sale pursuant to Section 9.2(a).
The closing of such ROFO Sale shall be held no later than sixty (60) days from the date the Recipient(s) deliver the ROFO Election (the “ROFO Closing Period”).
In the event that a ROFO Rightholder shall offer to purchase any or all of the Offered Notes, the ROFO Rightholder shall so notify the Selling Lender in writing, and such notice shall be irrevocable (such notice, a “ROFO Election”) and cause such ROFO Rightholder an obligation to purchase the number of Offered Notes set forth in such ROFO Election if the Selling Lender accepts such offer to purchase any or all Offered Notes pursuant to the terms of this Section 11.
Notwithstanding the foregoing, if any Other P&S Agreement is terminated as a result of a ROFO Election, then this Agreement shall continue to remain in full force and effect.
The ROFO Election shall set forth the price (the “Offer Price”) at which such ROFO Rightholder is willing to purchase any or all of the Offered Notes.
Each ROFO Rightholder that wishes to purchase any or all Offered Notes shall be required to deliver a ROFO Election to the Selling Lender no later than 10 days after receipt of an Offer Notice (the “ROFO Period”).
Any termination of any Other P&S Agreement, unless due to a ROFO Election, shall constitute a termination of this Agreement.
If Borrower does not timely make a ROFO Election or affirmatively waives its ROFO or if, after making a timely ROFO Election, Borrower fails to make the ROFO Prepayment within ten (10) Business Days of the ROFO Election, Lender shall be free to proceed to consummate the ROFO Transfer with respect to the Offered Interest to any Qualified Transferee including any Limited Transferee at a price not less than 97% of the ROFO Price.
Following the expiration of any time periods set forth in this Section 6.2(e), or if no ROFO Offer is made within the ROFO Election Period, the Transferring Holder may not Transfer any such ROFO Securities without first following the procedures set forth in this Section 6.2. Section 6.1 shall not apply to a Transfer of ROFO Securities in accordance with the procedures set forth in this Section 6.2.