ROFO Exercise Notice definition

ROFO Exercise Notice has the meaning set forth in Section 11.1.3.
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ROFO Exercise Notice has the meaning set forth in Section 3.4(d).
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ROFO Exercise Notice. As defined in Section 10.3(a).
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Examples of ROFO Exercise Notice in a sentence

  • Any Member ROFO Exercise Notice shall be binding upon delivery and irrevocable by the ROFO Rightholder.

  • The Company ROFO Exercise Notice shall be binding upon delivery and irrevocable by the Company.

  • In addition, each ROFO Rightholder shall include in its Member ROFO Exercise Notice the number of remaining Offered Units that it wishes to purchase if any other ROFO Rightholders do not exercise their rights to purchase their entire Pro Rata Portions of the remaining Offered Units.

  • If an Event of Default occurs under the Lease after issuance of a ROFO Exercise Notice and prior to closing of the conveyance of the Property pursuant thereto, this Section 1 shall be voidable at Landlord’s option, exercisable upon written notice to Tenant.

  • If Tenant fails to deliver a ROFO Exercise Notice within such thirty (30)-day period, then Landlord may thereafter attempt to sell (and sell) the Property at a purchase price and on other terms and conditions relevant to the economic consideration for the transaction, that, considered as a whole, are not less than 90% of the ROFO Purchase Price and other terms and conditions relevant to the economic consideration for the transaction set forth in the ROFO Notice, considered as a whole.

  • Upon the occurrence of an Event of Default under the Lease at any time prior to issuance of a ROFO Exercise Notice this Section 1 shall automatically become null and void.

  • The failure of the Founder to give a ROFO Exercise Notice within the ROFO Exercise Period shall be deemed to be a waiver of the Founder’s Preferred Right of First Offer.

  • A ROFO Acceptance Notice shall be irrevocable and shall constitute a binding agreement by the Series C Transferor to sell the Series C Transfer Shares in full to the Founder or another Founder Party nominated by the Founder in accordance with the terms and conditions in the ROFO Exercise Notice.

  • The Series C Transferor shall have thirty (30) days after receipt of the ROFO Exercise Notice (the “ROFO Acceptance Period”) to accept the offer in the ROFO Exercise Notice by delivering a written notice (the “ROFO Acceptance Notice”) to the Founder.

  • The failure of the Series C Transferor to give an ROFO Acceptance Notice within the ROFO Acceptance Period shall be deemed to be non-acceptance of the offer in the ROFO Exercise Notice.


More Definitions of ROFO Exercise Notice

ROFO Exercise Notice has the meanings set forth in Section 6.4(b) of this Agreement.
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ROFO Exercise Notice. Section 3.2(b) of Exhibit D
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ROFO Exercise Notice. A ROFO Owner’s failure to deliver a valid ROFO Exercise Notice prior to the expiration of the ROFO Exercise Period shall be deemed an election by such ROFO Owner not to exercise its rights pursuant to this Section 39. If any ROFO Owner provides a ROFO Exercise Notice within the ROFO Exercise Period, the ROFO Initiator shall Transfer of all of the Transfer Notes on commercially reasonable terms to such ROFO Owners (in proportion to the ownership percentage of each ROFO Owner).
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ROFO Exercise Notice. “ROFO Exercise Period”, “ROFO Notice”, “ROFO Notice Date”, “ROFO Price”, “ROFO Right”, “ROFO Shares”, “SAS 100”, “Stock Consideration” and “Third Party Purchaser”.
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ROFO Exercise Notice has the meaning given to it in Section 13.04(b). “ROFO Interests” has the meaning given to it in Section 13.04(a). “ROFO Notice” has the meaning given to it in Section 13.04(a).
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Related to ROFO Exercise Notice

  • Exercise Notice has the meaning set forth in Section 3.2(1);

  • Demand Exercise Notice has the meaning set forth in Section 2.1(a).

  • Option Exercise Notice has the meaning set forth in Section 2.4(c).

  • Exercise Notice Deadline In respect of any exercise of Options hereunder on any Conversion Date, the “Scheduled Trading Day” prior to the scheduled first “VWAP Trading Day” of the “Observation Period” (each as defined in the Indenture, but, in the case of any such Observation Period, as modified by the provision set forth opposite the caption “Convertible Security Settlement Method”) relating to the Convertible Securities converted on the Conversion Date occurring on the relevant Exercise Date; provided that in the case of any exercise of Options hereunder in connection with the conversion of any Relevant Convertible Securities on any Conversion Date occurring during the period starting on and including June 4, 2020 and ending on and including the second “Scheduled Trading Day” immediately preceding the “Maturity Date” (each as defined in the Indenture) (the “Final Conversion Period”), the Exercise Notice Deadline shall be noon, New York City time, on the “Scheduled Trading Day” (as defined in the Indenture) immediately preceding the “Maturity Date” (as defined in the Indenture).

  • Option Notice has the meaning set forth in Section 5.2(a).

  • Put Option Notice means a notice which must be delivered to a Paying Agent by any Noteholder wanting to exercise a right to redeem a Note at the option of the Noteholder;

  • Call Option Notice means a written notice from the holder of the Call Option or the Administrator, as applicable, stating its desire to exercise the Call Option on the related Reset Date, delivered to each Clearing Agency, the Indenture Trustee, the Remarketing Agents, the Rating Agencies and, if the related class of Reset Rate Notes is then listed on the Luxembourg Stock Exchange, the Administrator will forward a copy to the Luxembourg Listing Agent (the contents of which are to be published in a leading newspaper having general circulation in Luxembourg).

  • Purchase Option Notice As defined in Section 3.18(e).

  • Broker Exercise Notice means a written notice pursuant to which a Participant, upon exercise of an Option, irrevocably instructs a broker or dealer to sell a sufficient number of shares or loan a sufficient amount of money to pay all or a portion of the exercise price of the Option and/or any related withholding tax obligations and remit such sums to the Company and directs the Company to deliver stock certificates to be issued upon such exercise directly to such broker or dealer.

  • Notice of Exercise means a notice in writing addressed to the Company at its address first recited, which notice shall specify therein the number of Optioned Shares in respect of which the Option is being exercised;

  • Election to Exercise shall have the meaning attributed thereto in Subsection 2.2(d).

  • ROFO Notice is defined in Section 6.2(a).

  • Warrant Exercise Period shall commence (subject to Section 6(d) below), on the later of:

  • Put Notice has the meaning provided in Section 3.4.

  • Undersubscription Notice means written notice from an Investor notifying the Company and the selling Key Holder that such Investor intends to exercise its option to purchase all or any portion of the Transfer Stock not purchased pursuant to the Right of First Refusal or the Secondary Refusal Right.

  • Subscription Notice has the meaning set forth in Section 1.1.

  • Blackout Notice has the meaning set forth in Section 2.01(d).

  • Election Notice has the meaning set forth in Section 11.01(b).

  • Exercise Form means an Exercise Form in the form annexed hereto as Exhibit A.

  • Repurchase Response Notice means a notice delivered by the Indenture Trustee at the direction of the Administrator to a Noteholder or Note Owner indicating that a Repurchase Request is unresolved.

  • Opt-Out Notice has the meaning specified therefor in Section 2.02(a) of this Agreement.

  • Conversion Option means the Company’s option to convert some or all of the Series D Preferred Stock into that number of shares of Common Stock that are issuable at the then-applicable conversion rate as described in Section 8(c) of these Articles Supplementary.

  • Response Notice is defined in Section 14.3(b)(ii).

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

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

  • Warrant Exercise Price means $0.05 per share.