ROFO Right definition

ROFO Right has the meaning specified in Section 3.03(b).
ROFO Right. The Non-Selling Shareholder may exercise its ROFO Right in whole but not in part by delivering written notice of such election (each, an “Acceptance Notice”) to the Selling Shareholder within 30 days after the date on which it received the Offer Notice (the “Offer Period”). If the Non-Selling Shareholder does not deliver an Acceptance Notice to the Selling Shareholder by the end of the Offer Period, it will no longer be able to exercise its ROFO Right with respect to the Subject Securities. For all sales or transfers pursuant to Section 3.02 (other than Sections 3.02(a) and (b)), the Non-Selling Shareholder shall have the right (but not the obligation) to assign its ROFO Rights in whole or in part to any Person; provided, however, that, notwithstanding the foregoing, in the case of a Whole Block Sale the LATAM Controlling Shareholders may only assign its ROFO Rights to a Person approved in advance by the LATAM Board and whose purchase would not have an Adverse Effect. If the Non-Selling Shareholder elects to assign any ROFO Right pursuant to this Section 3.05(a) to any Person, then the Non-Selling Shareholder shall describe such assignment in its Acceptance Notice, including the identity of the assignee and the Subject Securities that are the subject of the assignment, and the Selling Shareholder shall sell or transfer such Subject Securities to such assignee in lieu of the Non-Selling Shareholder.
ROFO Right is defined in Section 9.04(b).

Examples of ROFO Right in a sentence

  • Seller shall promptly provide notice to Purchaser of its receipt of any notice or other communication, written or oral, from any ROFO Party to exercise, or to decline to exercise, such ROFO Right, and, in the case of a written communication, copies thereof.

  • The Non-Selling Shareholder may exercise its ROFO Right in whole but not in part by delivering written notice of such election (each, an “Acceptance Notice”) to the Selling Shareholder within 30 days after the date on which it received the Offer Notice (the “Offer Period”).

  • Neither the ROFO Right nor the Tag Right shall apply to any such Transfer to a Permitted Transferee.

  • Tenant may exercise the ROFO Right only as to all of the Subject ROFO Space.

  • If (i) the Rights Party elects not to exercise its ROFO Right, (ii) the Rights Party fails to respond to the Offer Notice within the Initial Offer Period or (iii) the Rights Party fails to timely deliver a ROFO Offer (also, each a “Tag Trigger”), the Selling Party may Transfer all, but not less than all, of the Offered Shares to any third-party purchaser.


More Definitions of ROFO Right

ROFO Right. As defined in Schedule 1.9(g)(ii).
ROFO Right has the meaning set forth in Section 10.4(b).
ROFO Right has the meaning assigned in Section 7.3.
ROFO Right. ROFO Shares”, “SAS 100”, “Stock Consideration” and “Third Party Purchaser”.
ROFO Right has the meaning set forth in Section 7.2(b).
ROFO Right. As defined in Schedule 17.1(i).
ROFO Right means the right of a Third Party, whether or not an Operator, to be given an offer by the applicable Vendor to purchase the Vendor’s Royalty before the Vendor sells, transfers and assigns such Royalty to the Purchaser, including a right of first offer and a right of first refusal;