ROFR Holders definition

ROFR Holders has the meaning set forth in Section 9.4(b).
Sample 1Sample 2Sample 3
ROFR Holders is defined in Section 4.6(b).
Sample 1Sample 2Sample 3
ROFR Holders has the meaning set forth in Section 6.2(a).
Sample 1Sample 2

Examples of ROFR Holders in a sentence

  • Any proposed transfer on terms and conditions which are materially different from those described in the ROFR Notice, as well as any subsequent proposed transfer of any ROFR Shares by the Proposed ROFR Seller, shall again be subject to the right of first refusal of the ROFR Holders and the co-sale right of the Co-Sale Right Holders and shall require compliance by the Proposed ROFR Seller with the procedures described in Sections 8.2 and 8.3 of this Agreement.

  • If such valuation is not completed before the deadline for closing of the issuance of the Issuance Shares to the PR Holders or the sale of the Transfer Shares to the ROFR Holders, then such deadline shall be extended to the date that is ten (10) days after such valuation is completed.

  • The date that the ME ROFR Notice is received by the Managing General Partner of the Partnership generally shall constitute the “ME ROFR Notice Date.” Within five Business Days following the ME ROFR Notice Date, the Managing General Partner of the Partnership generally shall send a copy of the ME ROFR Notice along with a letter indicating the ME ROFR Notice Date to the ROFR Holders.

  • The rights of first refusal granted under this Section 4, including notice with respect thereto, may be waived as to all ROFR Holders with the written consent of the Preferred Majority.

  • The sale of the Tag Shares to the Purchasing ROFR Holder(s) (if any) and the Potential Transferee by the participating ROCS Holders shall be consummated simultaneously with the sale by the Transferor.

  • For the purposes of the Preferred Right of First Refusal, each Preferred ROFR Holder’s “initial pro rata share” shall be determined according to the aggregate number of all Shares held by such Preferred ROFR Holder on the date of the Transfer Notice in relation to the aggregate number of all Shares held by all Preferred ROFR Holders on such date (calculated on an as-converted basis).

  • To the extent that any ROCS Holder exercises its Right of Co-Sale, the number of Transfer Shares that the Transferor may sell to the Purchasing ROFR Holder(s) (if any) and the Potential Transferee shall be correspondingly reduced by the aggregate number of the Tag Shares elected to be sold by the ROCS Holder(s).

  • If any Shareholder becomes obligated to sell any India Shares to any of the ROFR Holders under this Section 3.5 and fails to deliver such India Shares in accordance with the terms of this Section 3.5, the Corporation and Amira Mauritius may, at their option, take all practicable measures to ensure that any transfer in violation of the Right of First Refusal are treated as null and void and is not recorded on the books of Amira India as a valid transfer.

  • To the extent one or more of the ROFR Holders exercise such Right of Co-Sale in accordance with the terms and conditions set forth herein, the number of Transfer Shares that the Prospective Transferor may sell in the Proposed Transfer shall be correspondingly reduced, and the Company and the Prospective Transferor shall cause the Prospective Transferee(s) to purchase Co-Sale Shares on the same terms and conditions specified in the Proposed Transfer Notice.

  • If the ROFR Holders fail to elect to purchase all the Transfer Shares, then such unpurchased Transfer Shares (“Over-Allotment Transfer Shares”) shall be made available to each ROFR Holder who has elected to purchase all of its initial pro rata share of the Transfer Shares for over-allotment.


More Definitions of ROFR Holders

ROFR Holders has the meaning given to that term in Section 5.1(a) of this Agreement.
Sample 1Sample 2
ROFR Holders has the meaning ascribed to that term in Section 7.2;
Sample 1
ROFR Holders means the third party beneficiaries of the ROFRs.
Sample 1
ROFR Holders has the meaning provided in Subclause 4.1(c);
Sample 1
ROFR Holders has the meaning given to such term in Section 3.3(a).
Sample 1
ROFR Holders shall have the meaning ascribed to it in Section 4.2 of this Agreement.
Sample 1

Related to ROFR Holders

  • Key Holders means the persons named on Schedule B hereto, each person to whom the rights of a Key Holder are assigned pursuant to Subsection 3.1, each person who hereafter becomes a signatory to this Agreement pursuant to Subsection 6.9 or 6.17 and any one of them, as the context may require.

  • Other Holders means holders of securities of the Company (other than Purchasers) who are entitled, by contract with the Company, to have securities included in a Registration Statement.

  • Eligible Holders has the meaning set forth in Section 2.01(a).

  • Selling Holders means, with respect to a specified registration pursuant to this Agreement, Holders whose Registrable Securities are included in such registration.

  • Rights Holders Special Meeting" means a meeting of the holder of Rights called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(c);

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Existing Holders shall have the meaning given in the Preamble.

  • Initiating Holders means, collectively, Holders who properly initiate a registration request under this Agreement.

  • Initial Holders has the meaning set forth in the preamble.

  • Existing Stockholders means the stockholders of the Corporation immediately prior to the IPO as listed on Schedule A (including the Existing Stockholders Representative in its capacity as an Existing Stockholder) together with any Permitted Assignees.

  • Senior Holder means, (i) the Note Holders of Series A until the Secured Obligations in respect of Series A Equipment Notes have been paid in full, (ii) after the Secured Obligations in respect of Series A Equipment Notes have been paid in full, the Note Holders of Series B until the Secured Obligations in respect of Series B Equipment Notes have been paid in full and (iii) after the Secured Obligations in respect of Series B Equipment Notes have been paid in full, the Note Holders of Series C until the Secured Obligations in respect of Series C Equipment Notes have been paid in full.

  • Tag or “RFID tag” means the unique identification number or Radio Frequency Identification (RFID) issued to a licensee by the agency for tracking, identifying and verifying marihuana plants, marihuana products, and packages of marihuana product in the statewide monitoring system.

  • Participating Holders means all Holders of Registrable Securities which are proposed to be included in any offering of Registrable Securities pursuant to Section 2.1 or Section 2.2.

  • Existing Investors shall have the meaning given in the Preamble hereto.

  • Major Holder means with respect to any registration the Holder that, together with its Affiliates, includes the largest number of Registrable Securities in such registration.

  • Other Stockholders means persons other than Holders who, by virtue of agreements with the Company, are entitled to include their securities in certain registrations hereunder.

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.

  • Offerees has the meaning set forth in Section 5.4(a).

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Major Stockholders means those stockholders owning more than ten percent (10%) of the voting stock of any

  • Requesting Holders shall have the meaning given in Section 2.1.5.

  • Transferring Stockholder has the meaning assigned to such term in Section 3.4(a).

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • ROFR means a right of first refusal to purchase or a right of first offer to purchase one or more of the Mortgaged Properties pursuant to a recorded instrument (or a memorandum thereof) encumbering the applicable Mortgaged Property.

  • 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.