ROFO Securities definition

ROFO Securities shall have the meaning set forth in Section 7.4(a).
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ROFO Securities shall have the meaning ascribed to it in Clause 5.2.2;
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ROFO Securities has the meaning given to it in paragraph 1 of Schedule 8 (ROFO Process);
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Examples of ROFO Securities in a sentence

  • If the Company has not sold such ROFO Securities within such 120-day period, the Company shall not thereafter sell, offer or issue any ROFO Securities, without first again giving a ROFO Notice to the ROFO Holders in the manner provided in Section 5.15(b).

  • In the event that the Exercising ROFO Holders deliver a First Binding Offer during the ROFO Period, and such First Binding Offer is accepted by the Company, then the closing of such issuance of ROFO Securities shall take place according to the terms and conditions of such First Binding Offer or as otherwise agreed to between the Company and the Exercising ROFO Holders.

  • For a period of 120 days after the expiry of the ROFO Period (inclusive), the Company may sell any ROFO Securities to any Person upon terms and conditions that, in the reasonable determination of the Company, are not less favorable to the Company than those specified in the First Binding Offer (after taking into account only the price, the amount, the seniority and the redemption feature of the ROFO Securities being offered to such Person).

  • For sake of avoidance of doubt, it is clarified that in the event any such Third Party(ies) make an offer for a less number of Promoter ROFO Securities than offered to the Investor under Article 7.1.10(a), then the Promoters and/or the Existing Shareholders shall be obligated to re-offer such lower number of Promoter ROFO Securities to the Investor and the procedure laid out in Article 7.1.10 (a) to (g) shall apply mutatis mutandis.

  • It shall specify the cash price at which the Investor proposes to purchase all, but not less than all, the Promoter ROFO Securities in accordance with Applicable Law (the “ Promoter ROFO Price”) and the time period within which the sale and purchase of Promoter ROFO Securities shall be completed; and (i) It shall contain an unconditional offer to acquire the Promoter ROFO Securities from the Promoters and/or the Existing Shareholders at the Promoter ROFO Price.

  • It shall specify the cash price at which the Promoters and the Existing Shareholders propose to purchase all, but not less than all, the ROFO Securities in accordance with Applicable Law (the “ ROFO Price”) and the time period within which the sale and purchase of ROFO Securities shall be completed; and(i) It shall contain an unconditional offer to acquire the ROFO Securities from the Investor at the ROFO Price.

  • In one village, 35 out of 42 households have RBC while in the other village only 20 out of 53 households have RBC.

  • Without prejudice, and subject at all times, to Article 7.1.9, if the Promoters and/or the Existing Shareholders propose to Transfer any or all of their Securities (“ Promoter ROFO Securities”) as provided in Article7.1.9 above, the Promoters and/or the Existing Shareholders shall invite the Investor by way of a written notice, to offer a price for the number of Promoter ROFO Securities specified therein (the “Promoter ROFO Notice”).

  • Each ROFO Notice shall include wire transfer or other instructions for payment of any consideration for the ROFO Securities.

  • Within a period of 15 (fifteen) days of receiving the ROFO Notice (the “ ROFO Notice Period”), the Promoters and Existing Shareholders, jointly and severally, may make a binding irrevocable offer to purchase all, but not less than all, the ROFO Securities by way of a written notice to the Investor (the “ROFO Offer Notice”) or alternatively, send a written notice declining the offer under the ROFO Notice.


More Definitions of ROFO Securities

ROFO Securities has the meanings set forth in Section 6.4(a) of this Agreement.
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ROFO Securities shall have the meaning ascribed to such term in Section 4.11(a).
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ROFO Securities shall have the meaning ascribed to it in Article 6.4.1.1; 1.1.145.“Sale Securities” shall have the meaning ascribed to it in Article 7.3.3;
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ROFO Securities shall have the meaning ascribed to it in Article 44.
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ROFO Securities has the meaning set out in Clause 8.8.1;
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Related to ROFO Securities

  • ETP Securities means the Series of ETP Securities to which these Conditions relates or, as the context may require, any or all securities issued by the Issuer under the Programme.

  • Lock-Up Securities shall have the meaning set forth in Section 4.1.

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

  • Refused Securities has the meaning ascribed to such term in Section 4.1(c)

  • Company Securities has the meaning set forth in Section 3.02(b)(ii).

  • Investor Securities means the securities eligible for registration pursuant to the Registration Rights Agreement.

  • Subject Securities means: (a) all securities of the Company (including all shares of Company Common Stock and all options, restricted stock units, warrants and other rights to acquire shares of Company Common Stock) Owned by Stockholder as of the date of this Agreement; and (b) all additional securities of the Company (including all additional shares of Company Common Stock and all additional options, restricted stock units, warrants and other rights to acquire shares of Company Common Stock) of which Stockholder acquires Ownership during the Voting Period.

  • Portfolio Securities or "investments" of the Series shall mean, respectively, such assets, net assets, securities, portfolio securities or investments which are from time to time under the management of the Subadviser pursuant to this Agreement.

  • Key Holder Registrable Securities means (i) the shares of Common Stock held by the Key Holders, and (ii) any Common Stock issued as (or issuable upon the conversion or exercise of any warrant, right, or other security that is issued as) a dividend or other distribution with respect to, or in exchange for or in replacement of such shares.

  • Exempt Securities has the meaning set forth in Section 4.4(d).

  • Exempted Securities means:

  • Investor Registrable Securities means (i) any Common Equity held (directly or indirectly) by an Investor or any of its Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Other Registrable Securities means (i) any Common Equity held (directly or indirectly) by any Other Holders or any of their Affiliates, and (ii) any equity securities of the Company or any Subsidiary issued or issuable with respect to the securities referred to in clause (i) above by way of dividend, distribution, split or combination of securities, or any recapitalization, merger, consolidation or other reorganization.

  • Offered Securities shall have the meaning specified in Section 5.03(b)(ii)(B).

  • relevant securities means Ordinary Shares and securities carrying conversion or subscription rights into Ordinary Shares;

  • Available Securities means the securities of the Funds that are available for Loans pursuant to Section 3.

  • Approved Securities means securities of any State Government or of the Central Government and such bonds, both the principal whereof and the interest whereon shall have been fully and unconditionally guaranteed by any such Government;

  • Contract Securities means the Offered Securities, if any, to be purchased pursuant to the delayed delivery contracts referred to below.

  • BofA Securities means BofA Securities, Inc.

  • Index Securities means the securities included in the 10 Uncommon Values Index from time to time.

  • Registrable Shares means (i) the Common Stock issuable or issued upon conversion pursuant to Section 2.5 of this Agreement, and (ii) any Common Stock or other securities issued or issuable in respect of shares referenced in (i) above, upon any stock split, stock dividend, recapitalization, or similar event; excluding in all cases, however, any Registrable Securities sold by a Person in a transaction in which such Person's rights under this Section 10 are not assigned.

  • Corporation Securities means (i) shares of Common Stock, (ii) shares of Preferred Stock (other than preferred stock described in Section 1504(a)(4) of the Code), (iii) warrants, rights, or options (including options within the meaning of Treasury Regulation § 1.382-2T(h)(4)(v)) to purchase stock of the Corporation, and (iv) any other interest that would be treated as “stock” of the Corporation pursuant to Treasury Regulation § 1.382-2T(f)(18).

  • Securities as used herein does not include (i) securities of issuers that are affiliated with the Buyer or are part of the Buyer's Family of Investment Companies, (ii) securities issued or guaranteed by the U.S. or any instrumentality thereof, (iii) bank deposit notes and certificates of deposit, (iv) loan participations, (v) repurchase agreements, (vi) securities owned but subject to a repurchase agreement and (vii) currency, interest rate and commodity swaps.