ROFR Interest definition

ROFR Interest has the meaning given such term in Section 5.02(b).
Sample 1Sample 2Sample 3
ROFR Interest shall have the meaning set forth in Section 8.3(a).
Sample 1Sample 2Sample 3
ROFR Interest is defined in Section 8.3(b).
Sample 1

Examples of ROFR Interest in a sentence

  • A sale and purchase of the ROFR Interest to one or more Members pursuant to this Section 5.02 shall be made at the offices of the Company on or before the later of (i) the date that is one hundred and twenty (120) days following delivery of the ROFR Acceptance Notice or (ii) the date that is five (5) Business Days following receipt of all consents, approvals, and authorizations of any governmental authority required to be obtained in order to consummate such sale and purchase.

  • If Xxxxx does not make the ROFR Election prior to the expiration of the ROFR Election Period and the Proposed Xxxxxx Transferee is not a Xxxxxx Qualified Transferee, then Xxxxxx shall be permitted to consummate the Transfer of the ROFR Interest to the Proposed Xxxxxx Transferee identified in the First Refusal Offer only if approved in writing by Xxxxx in its sole and absolute discretion, and strictly in accordance with the terms of the Binding LOI.

  • Xxxxx may assign its right to acquire the ROFR Interest (or a portion thereof) to another Person designated by Xxxxx contemporaneously with the closing under this Section 8.3, provided that Xxxxx remains liable for such purchase.

  • In the event that more than one such Member delivers a ROFR Acceptance Notice and satisfies the conditions to closing thereunder, the rights to purchase the ROFR Interest shall be allocated among such Members upon the closing of such sale in proportion to their then-existing Ownership Percentages or in such other proportion as such Members may agree.

  • The Supplier shall provide Silver Wheaton with a copy of the Third Party Agreement promptly once it is executed and delivered, and shall execute and deliver to Silver Wheaton at the completion of the transactions contemplated by the Third Party Agreement a certificate of a senior officer of the Supplier certifying that the sale of the ROFR Interest to the third party was completed pursuant to the terms of the Third Party Offer.

  • If the Vendor and the third party have not entered into a binding, written agreement pertaining to all (but not less than all) of such Primero ROFR Interest (the “Third Party Agreement”) within 90 days of the expiry of the 30-day period set forth in Section 13(b), then Primero and the Vendor shall again be required comply with the terms of this Section 13 with respect to that Third Party Offer before selling the Primero ROFR Interest that is the subject to the Third Party Offer to a third party.

  • If the Vendor and the third party have not entered into a binding, written agreement pertaining to all (but not less than all) of such ROFR Interest (the “Third Party Agreement”) within 90 days of the expiry of the 45-day period set forth in Section 7.10(b), then the Supplier and the Vendor shall again be required to comply with the terms of this Agreement with respect to that Third Party Offer before selling the ROFR Interest that is the subject to the Third Party Offer to a third party.

  • After the expiration of any applicable waiting period, such Transferee shall forfeit its rights to acquire the Subject ROFR Interest with respect to such specific transaction; provided, however, that such forfeiture shall not limit or otherwise affect the forfeiting Transferee’s rights with respect to any subsequent proposed Transfer.

  • If Xxxxx does not make the ROFR Election prior to the expiration of the ROFR Election Period and the Proposed Xxxxxx Transferee is confirmed in writing by Xxxxx as a Xxxxxx Qualified Transferee, then Xxxxxx shall be permitted to consummate the Transfer of the ROFR Interest to the Proposed Xxxxxx Transferee identified in the First Refusal Offer strictly in accordance with the terms of the Binding LOI.

  • Primero shall provide SWC with a copy of the Third Party Agreement promptly once it is executed and delivered, and shall execute and deliver to SWC at the completion of the transactions contemplated by the Third Party Agreement a certificate of a senior officer Primero certifying that the sale of the Primero ROFR Interest to the Third Party was completed pursuant to the terms of the Third Party Offer.


More Definitions of ROFR Interest

ROFR Interest has the meaning set out in Section 6.14(1).
Sample 1
ROFR Interest means a Stream Equivalent Transaction or a Prepay Transaction entered into by a Payor Group Entity in respect of any ROFR Metals.
Sample 1
ROFR Interest is defined in Section 10.5(a).
Sample 1

Related to ROFR Interest

  • Class UT-R Interest The residual interest in the Upper-Tier REMIC as described in the Preliminary Statement and the related footnote thereto.

  • Class LT-R Interest The residual interest in the Lower-Tier REMIC as described in the Preliminary Statement and the related footnote thereto.

  • Class R-4 Interest The uncertificated Residual Interest in REMIC 4.

  • Class R-IV Interest The uncertificated Residual Interest in REMIC IV.

  • Class R-I Interest The uncertificated Residual Interest in REMIC I.

  • Class X Interest The regular interest in the Class X REMIC represented by the Class X Certificates as specified and described in the Preliminary Statement and the related footnote thereto.

  • Class P Interest An uncertificated interest in the Trust Fund held by the Trustee on behalf of the Holders of the Class P Certificates, evidencing a Regular Interest in REMIC III for purposes of the REMIC Provisions.

  • Class A Interest Each of the Class A-1 and Class A-2 Interests.

  • Class R-3 Interest The uncertificated Residual Interest in REMIC 3.

  • Lower Tier Interest As described in the Preliminary Statement.

  • Offered Interest has the meaning set forth in Section 11.2.1.

  • L/C Interest shall have the meaning ascribed to such term in Section 3.6 hereof.

  • Class R-1 Interest The uncertificated Residual Interest in REMIC 1.

  • Class R-III Interest The uncertificated Residual Interest in REMIC III.

  • Class R-5 Interest The uncertificated Residual Interest in REMIC 5.

  • Class R-II Interest The uncertificated Residual Interest in REMIC II.

  • Member Interest means an equity interest of a Member in the Company and includes any and all benefits to which such Member is entitled as provided in this Agreement, together with all obligations of such Member pursuant to the terms and provisions of this Agreement.

  • Class B Interest Each of the Class B-1 and Class B-2 Interests.

  • Class A Membership Interest means a Class A Membership Interest in Holdings.

  • Transferred Interest means, at any time of determination, an undivided percentage ownership interest in (i) each and every then outstanding Receivable, (ii) all Related Security with respect to each such Receivable, (iii) all Collections with respect thereto, and (iv) other Proceeds of the foregoing, which undivided ownership interest shall be equal to the Aggregate Percentage Factor at such time, and only at such time (without regard to prior calculations). The Transferred Interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, shall at all times be equal to the Transferred Interest in each other Receivable, together with Related Security, Collections and Proceeds with respect thereto. To the extent that the Transferred Interest shall decrease as a result of a recalculation of the Aggregate Percentage Factor, the Administrative Agent on behalf of the applicable Class Investors shall be considered to have reconveyed to the Transferor an undivided percentage ownership interest in each Receivable, together with Related Security, Collections and Proceeds with respect thereto, in an amount equal to such decrease such that in each case the Transferred Interest in each Receivable shall be equal to the Transferred Interest in each other Receivable.

  • Class B Membership Interest means a Class B Membership Interest in Holdings.

  • Class B Investor Interest means, on any date of determination, an amount equal to (a) the Class B Initial Investor Interest, minus (b) the aggregate amount of principal payments made to Class B Certificateholders prior to such date, minus (c) the aggregate amount of Class B Investor Charge-Offs for all prior Transfer Dates pursuant to subsection 4.10(b), minus (d) the amount of the Reallocated Class B Principal Collections allocated pursuant to subsection 4.12(a) on all prior Transfer Dates for which the Collateral Interest Amount has not been reduced, minus (e) an amount equal to the amount by which the Class B Investor Interest has been reduced on all prior Transfer Dates pursuant to subsection 4.10(a) and plus (f) the aggregate amount of Excess Spread allocated and available on all prior Transfer Dates pursuant to subsection 4.11(d) for the purpose of reimbursing amounts deducted pursuant to the foregoing clauses (c), (d) and (e); provided, however, that the Class B Investor Interest may not be reduced below zero.

  • Lower-Tier Residual Interest The sole class of “residual interests”, within the meaning of Code Section 860G(a)(2), in the Lower-Tier REMIC and evidenced by the Class R Certificates.

  • Purchaser Interest means, at any time, an undivided percentage ownership interest (computed as set forth below) associated with a designated amount of Capital, selected pursuant to the terms and conditions hereof in (i) each Receivable arising prior to the time of the most recent computation or recomputation of such undivided interest, (ii) all Related Security with respect to each such Receivable, and (iii) all Collections with respect to, and other proceeds of, each such Receivable. Each such undivided percentage interest shall equal: where: C = the Capital of such Purchaser Interest. AR = the Aggregate Reserves. NRB = the Net Receivables Balance. Such undivided percentage ownership interest shall be initially computed on its date of purchase. Thereafter, until the Amortization Date, each Purchaser Interest shall be automatically recomputed (or deemed to be recomputed) on each day prior to the Amortization Date. The variable percentage represented by any Purchaser Interest as computed (or deemed recomputed) as of the close of the business day immediately preceding the Amortization Date shall remain constant at all times thereafter.

  • Class R-1 Residual Interest The uncertificated undivided beneficial interest in REMIC I which has been designated as the single class of “residual interest” in REMIC I pursuant to Section 2.06.

  • Class R-2 Residual Interest The uncertificated undivided beneficial interest in REMIC II which has been designated as the single class of “residual interest” in REMIC II pursuant to Section 2.11. The Class R-2 Residual Interest, together with the REMIC II Regular Interests, shall be deemed to be a separate series of beneficial interests in the assets of the Trust consisting of the REMIC II Assets pursuant to Section 3806(b)(2) of the Statutory Trust Statute.