ROFO Offer Price definition

ROFO Offer Price has the meaning set forth in Section 10.2(a).
ROFO Offer Price payable solely in lawful money of the United States and on such other terms and conditions as are set forth below or as may be specified in the ROFO Offer. The Remaining Partners will participate in the ROFO Offer in such proportions as they may agree and failing such agreement in proportion to the Sharing Ratios of the Remaining Partners electing to participate in such ROFO Offer, provided that no Remaining Partner shall be obligated to participate in such ROFO Offer without its consent and, provided, further, that any failure to participate, whether through inaction or otherwise, shall constitute a waiver of such Remaining Partner’s rights hereunder with respect to such ROFO Offer. Each Remaining Partner that elects to purchase a portion of the Partnership Interest referred to in the ROFO Offering Notice is herein called an “ROFO Purchasing Partner”.
ROFO Offer Price shall have the meaning ascribed to it in Section 6.1(b)(i).

Examples of ROFO Offer Price in a sentence

  • The giving of the ROFO Notice will constitute an offer (the “ROFO Offer”) by GE, HoldCo or such Affiliate, as applicable, to Transfer or cause to be Transferred such securities to Comcast or one of its Subsidiaries at the ROFO Offer Price for cash.

  • If EchoStar objects to an Investor’s calculation of the ROFO Offer Price and the parties are unable to agree on the calculation of the ROFO Offer Price within *** after EchoStar’s receipt of the Proposed Transfer Notice, the valuation of the fair market value of such property shall be made by an internationally recognized independent investment bank or valuation firm jointly selected by such Investor and EchoStar.

  • Any ROFO Notice shall reference the invocation of this Section 11.1 and shall constitute an irrevocable offer from the ROFO Offering Partner to the ROFO Responding Partner to sell its entire Percentage Interest or permit the sale by the Partnership of the stated Qualifying Assets, as the case may be, at the ROFO Offer Price.

  • Should the ROFO Offer Price specified in the Proposed Transfer Notice be payable in property other than cash or evidences of indebtedness, EchoStar shall have the right to pay the ROFO Offer Price in the form of cash equal in amount to the fair market value of such property, determined on a per share basis with respect to each ROFO Offered Security.

  • If the ROFO Stockholder objects to the ROFO Selling Stockholder’s calculation of the Offer Price and the parties are unable to agree on the calculation of the ROFO Offer Price within seven (7) days after the ROFO Stockholder’s receipt of the Proposed Transfer Notice, the valuation of the fair market value of such property shall be made by an independent financial advisor jointly selected by the ROFO Selling Stockholder and the ROFO Stockholder.


More Definitions of ROFO Offer Price

ROFO Offer Price has the meaning given to it in paragraph 4(a)(i) of Schedule 8 (ROFO Process);
ROFO Offer Price has the meaning given to such term in Section 9.7(b).
ROFO Offer Price has the meaning specified in Section 3.1(a)(i) of this Agreement.
ROFO Offer Price is defined in Section 9.4(a)(ii).
ROFO Offer Price has the meaning given in Clause 24.2 (Right of First Offer); Sanctioned Person means any person, organisation or vessel:
ROFO Offer Price has the meaning set forth in Section 1 of Annex VII.
ROFO Offer Price has the meaning given it in Section 8.1(a). “ROFO Option Period” has the meaning given it in Section 8.1(b).