ROFO Offered Interest definition

ROFO Offered Interest has the meaning set forth in Section 8.5(a).

ROFO Offered Interest has the meaning set forth in Section 15.02(b)(i).

ROFO Offered Interest has the meaning set forth in Section 8.5(a). “ROFO Purchase Option” has the meaning set forth in Section 8.5(b). “ROFO Purchase Price” has the meaning set forth in Section 8.5(a). “ROFO Recipient Member” has the meaning set forth in Section 8.5(a). 16 “ROFO Response Period” has the meaning set forth in Section 8.5(b). “ROFO Sale Period” has the meaning set forth in Section 8.5(d). “ROFO Target Price” has the meaning set forth in Section 8.5(d). “Securities Act” means the U.S. Securities Act of 1933, as amended. “Selling Member” has the meaning set forth in Section 8.6(a). “Specified Person” has the meaning set forth in the definition of Controlled Affiliate. “Subject Interest” has the meaning set forth in Section 8.6(a). “Subsidiary” means, with respect to the Company, any Entity in which the Company (a) directly or indirectly holds at least a majority of the Equity Interests or (b) directly or indirectly holds a Controlling voting interest. As of the Effective Date, the Subsidiaries consist of the Property Owners. “Superannuation Fund” means any entity which is subject to supervision pursuant to the Superannuation Industry (Supervision) Xxx 0000 (Cth) or any successor legislation. “Termination Trigger” means the occurrence of any of the following during the period from the date of a ROFO Electing Notice through the applicable Closing Date: a material casualty or condemnation to the Property, the Bankruptcy of the Company or any Subsidiary, a material payment default by a tenant under a Major Lease that remains uncured as of such Closing Date, or the Bankruptcy of a tenant under a Major Lease. “TIAA” means Teachers Insurance and Annuity Association of America, a New York corporation. “TIAA Owner” has the meaning set forth in the Preamble. “TIAA Owner Member” means any Member that is an Affiliate of TIAA. As of the Effective Date, TIAA Owner is a TIAA Owner Member. “TIAA Purchase Agreement” has the meaning set forth in the Preamble. “Transfer” has the meaning set forth in Section 8.1(a). “Treasury Reg.” or “Treasury Regulations” means the final and temporary income tax regulations promulgated under the Code, as such regulations may be amended from time to time (including corresponding provisions of succeeding regulations). “TRS” means a taxable REIT subsidiary (as such term is defined in section 856(l) of the Code and the Treasury Regulations promulgated thereunder) of an Affiliated REIT. “Trust” means AustralianSuper. 17 “United States” or “U.S.” means the...

Examples of ROFO Offered Interest in a sentence

• Corixa shall promptly allow GSK Canada to review the documentation required to support any 35.

• If the Subscriber shall elect to purchase the ROFO Offered Interest, the Subscriber and the Corporation shall negotiate in good faith and shall complete the purchase and sale of the ROFO Offered Interest within a further period of 30 days, on substantially the terms and conditions set out in the ROFO Notice.

• Notwithstanding anything to the contrary set forth in this Section 8.5, without the prior written consent of all Members, (i) the buyer of the ROFO Offered Interest pursuant to this Section 8.5(d) must be a Qualified Transferee, and (ii) the Transfer pursuant to this Section 8.5(d) must comply with the provisions of Section 8.1(c).

• The Subscriber shall have a period of 60 days to determine whether it shall purchase the ROFO Offered Interest.

• The ROFO Initiating Member shall have one hundred (180) days from the end of the ROFO Response Period to consummate a Transfer of the ROFO Offered Interest to a third party purchaser in accordance with the terms of this Section 8.5 (the “ROFO Sale Period”), and no Transfer may occur pursuant to this Section 8.5 after the ROFO Sale Period unless another ROFO Notice is given and the process set forth in this Section 8.5 is recommenced.

More Definitions of ROFO Offered Interest

ROFO Offered Interest has the meaning given to such term in Section 8.2(a). “ROFO Offering Member” has the meaning given to such term in Section 8.2(a).