ROFO Offer Price definition

ROFO Offer Price has the meaning set forth in Section 10.2(a).

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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

If a Change in Control is consummated without first complying with this Section 12.4, then an Event of Default shall occur in accordance with Section 13.1. Such Event of Default shall be cured solely by compliance in full with Section 12.3 (provided, that the ROFO Offer Price applicable to the Change in Control Interests shall thereafter be the Stipulated ROFO Offer Price) and this Section 12.4, and, until such full compliance, Section 13.2 shall apply to the Member having suffered such Change in Control.
Such Event of Default shall be cured solely by compliance in full with Section 12.3 (provided, that the ROFO Offer Price applicable to the Change in Control FIMO Interests shall thereafter be the Stipulated ROFO Offer Price) and this Section 12.5, and, until such full compliance, Section 13.2 shall apply to the FI Member Owner having suffered such Change in Control.
In complying with Section 12.3, the FI Member Owner expecting a Change in Control shall demonstrate that the terms of the transaction giving rise to such Change in Control imply a per Unit value of the Change in Control FIMO Interests that is equal to the ROFO Offer Price set forth in the ROFO Notice in respect of such Change in Control FIMO Interests.
In complying with Section 12.3, the Member expecting a Change in Control shall demonstrate that the terms of the transaction giving rise to such Change in Control imply a per Unit value of the Change in Control Interests that is equal to the ROFO Offer Price set forth in the ROFO Notice in respect of such Change in Control Interests.

More Definitions of ROFO Offer Price

ROFO Offer Price has the meaning specified in Section 3.1(a)(i) of this Agreement.

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 is defined in Section 9.4(a)(ii).

ROFO Offer Price has the meaning given in paragraph 1(b) of Schedule 2 (Right of First Offer);

ROFO Offer Price has the meaning given to it in Clause 6.3.4. “ROFO Exercise Period” has the meaning given to it in Clause 6.3.3.‌

ROFO Offer Price has the meaning set forth in Section 1 of Annex VII.