ROFR Closing definition

ROFR Closing has the meaning set forth in Section 8.2(c);
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ROFR Closing is defined in Section 7.3(b).
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ROFR Closing is defined in Section 9.2(b).
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Examples of ROFR Closing in a sentence

  • If the Current Year Taxes with respect to the Property have not been set as of the date thereof, the present tax rate and the most recent assessed valuation for the Property shall be used for the purposes of making the adjustments at such ROFR Closing under this paragraph and the Parties shall re-prorate within thirty (30) days following receipt of the actual final tax xxxx.

  • If required by Landlord, all contracts and agreements between Tenant and any of its Affiliates in respect of the Property shall be terminated effective as of the ROFR Closing Date.

  • The closing shall take place on the date set forth in the ROFR Notice (or on such earlier date as the Parties may mutually agree) (the “ROFR Closing Date”) and shall be completed through a customary closing escrow or held at the principal office of Tenant or such other location as the Parties shall agree upon at least five (5) Business Days prior to the ROFR Closing Date.

  • Any Taxes which are payable in the calendar year in which a ROFR Closing occurs but are not due and payable at the time of such ROFR Closing and the portion of the Current Year Taxes not assumed by Landlord hereunder shall be credited to Landlord through a credit against the ROFR Purchase Price at the ROFR Closing reflected on the applicable closing statement.

  • Tenant shall pay or cause to be paid (i) all delinquent real estate taxes as of the date of the ROFR Closing (to the extent incurred during the Applicable Tax Period) and (ii) so much of the Current Year Taxes as shall be allocable to Tenant (or its applicable Affiliate) by proration (based upon the number of days in such calendar year prior to the date of the ROFR Closing).

  • Any risk of casualty, condemnation or loss following the date that the Acceptance Notice is delivered to Tenant and prior to the ROFR Closing Date shall be borne by Landlord, who shall succeed to all rights to insurance proceeds (other than loss of rent proceeds allocable to any period prior to the ROFR Closing Date) or condemnation awards.

  • At the ROFR Closing: (i) the Selling Member shall deliver (A) an assignment of Membership Interest representing the Membership Interest sold by the Selling Member, subject to no pledge, lien or other encumbrance and (B) any and all other documents that may be reasonably required by the purchaser thereof, and (ii) the Remaining Member shall pay the agreed upon consideration.

  • At the ROFR Closing, Holdings shall pay to the Member(s) (including any Permitted Transferee(s)) comprising the Seller (i) any portion of the ROFR Price that was required to be paid in cash in the manner provided in Section 7(b)(i)(C), as and if applicable, and (ii) deliver certificate(s) registered in the name of each Seller for the number of shares of Low Vote Stock required to be delivered in payment of the portion of the ROFR Price payable in Low Vote Stock.

  • At such ROFR Closing, the Transferring Institutional Investor shall deliver to the Purchaser the certificates evidencing the Offered Shares to be conveyed, duly endorsed and in negotiable form with all the requisite documentary stamps affixed thereto.

  • The ROFR Closing shall take place at the principal offices of Holdings or at such other place as the Member(s) (as the case may be) and Holdings may agree.


More Definitions of ROFR Closing

ROFR Closing has the meaning given to it in Article 70.
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ROFR Closing has the meaning set forth in Section 4.5.
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ROFR Closing means the completion of the purchase by Investor and sale by the Mycosol Principals of Mycosol Common Shares pursuant to the Right of First Refusal;
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ROFR Closing has the meaning set forth in Section 3.1(c).
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Related to ROFR Closing

  • Second Closing has the meaning set forth in Section 2.2.

  • Third Closing shall have the meaning ascribed to such term in Section 2.1(c).

  • Option Closing means the closing of the purchase and sale of the Option Shares pursuant to Section 2.2.

  • First Closing has the meaning set forth in Section 2.1(a).

  • IPO Closing means the initial closing of the sale of the Class A Common Stock in the IPO.

  • Put Closing shall have the meaning set forth in Section 2.3.8.

  • Subsequent Closing has the meaning set forth in Section 3.2.

  • Initial Closing shall have the meaning ascribed to such term in Section 2.1.

  • Option Closing Purchase Price shall have the meaning ascribed to such term in Section 2.2(b), which aggregate purchase price shall be net of the underwriting discounts and commissions.

  • Option Closing Date shall have the meaning ascribed to such term in Section 2.2(c).

  • Merger Closing means “Closing,” as that term is defined in the Merger Agreement.

  • Offer Closing Date has the meaning set forth in Section 1.01(f).

  • Second Closing Date means the date of the Second Closing.

  • Merger Closing Date the Closing Date (as defined in the Merger Agreement).

  • Additional Closing has the meaning set forth in Section 2.3.

  • Outside Closing Date means the date which is 365 days after the earlier of the Firm Closing Date; or Second Tentative Closing Date; or such other date as may be mutually agreed upon in accordance with section 4. “Property” or “home” means the home including lands being acquired by the Purchaser from the Vendor. “Purchaser’s Termination Period” means the 30-day period during which the Purchaser may terminate the Purchase Agreement for delay, in accordance with paragraph 10(b).

  • Third Closing Date has the meaning set forth in Section 2.2(c).

  • Acquisition Closing Date means the “Closing Date” as defined in the Acquisition Agreement.

  • Put Closing Date shall have the meaning set forth in Section 2.3.8.

  • Option Closing Time means 8:00 a.m. (Toronto time) on any Option Closing Date or such other time on any Option Closing Date as the Company and the Underwriters may agree;

  • Applicable Closing Date Has the meaning specified in Section 5.01(b) of this Trust Supplement.

  • Tender Closing Date means the date and time set out in column (C) of Part 1 of the Schedule to the Tender Notice;

  • Subsequent Closing Date means, with respect to each Subsequent Closing, the date on which such Subsequent Closing is deemed to have occurred.

  • Plant closing means the closing of a plant site or other corporate location that directly results in termination of the Grantee’s Service.

  • Time of Closing means 10:00 a.m. (Vancouver time) on the Closing Date, or such other time as the parties may mutually determine;

  • IPO Closing Date means the closing date of the IPO.