ROFR Offer Price definition

ROFR Offer Price has the meaning assigned to such term in Section 4.4(a).
Sample 1Sample 2Sample 3
ROFR Offer Price shall have the meaning ascribed to it in Section 5.1(b)(i).
Sample 1Sample 2
ROFR Offer Price is defined in Section 7.6(b) of this Agreement.
Sample 1

Examples of ROFR Offer Price in a sentence

  • The EA ROFR Offer Price shall be expressed in U.S. dollars, whether or not the form of consideration in the Third Party Offer is wholly or partially cash or cash equivalents.

  • The ROFR Offer Price shall be expressed in U.S. dollars, whether or not the form of consideration in the Third Party Offer is wholly or partially cash or cash equivalents.

  • The ME ROFR Offer Price shall be expressed in U.S. dollars, whether or not the form of consideration in the Third Party Offer is wholly or partially cash or cash equivalents.

  • If the ROFR Stockholder objects to the ROFR Selling Stockholder’s calculation of the ROFR Offer Price and the parties are unable to agree on the calculation of the Offer Price within seven (7) days after the ROFR Stockholder’s receipt of the Proposed Transfer Notice, the valuation of the fair market value of such property shall be made by an independent financial advisor jointly selected by the ROFR Selling Stockholder and the ROFR Stockholder.

  • Delivery of a Proposed Transfer Notice shall constitute an offer by the ROFR Selling Stockholder, irrevocable through and including the Offer Date to transfer to the ROFR Stockholder, subject to the terms of this Section 5.1, all or any portion of the ROFR Offered Securities, each unit at the ROFR Offer Price and on the other terms and conditions set forth in the Proposed Transfer Notice.

  • Should the ROFR Offer Price specified in the Proposed Transfer Notice be payable in property other than cash or evidences of indebtedness, the ROFR Stockholder shall have the right to pay the ROFR Offer Price in the form of cash equal in amount to the fair market value of such property, determined on a per unit basis with respect to each ROFR Offered Security.

  • The giving of a ROFR Offer Notice to the ROFR Non-Selling Members shall constitute an offer by such ROFR Seller to Transfer the ROFR Offered Securities, in whole and not in part, to the ROFR Non-Selling Members, at the ROFR Offer Price and on the other terms set forth in the ROFR Offer Notice.

  • During the 30-day period following receipt of such notice by the Company and the other Investors (the "First Refusal Period"), the Company shall have the right to purchase from such ROFR Selling Investor all (but not less than all) of the Registrable Securities specified in such notice, at the ROFR Offer Price and on the ROFR Offer Terms.

  • The giving of a ROFR Offer Notice shall constitute an offer (the “ROFR Offer”) by SunEdison to sell the Offered Units to TerraForm or one or more of its designees for cash at the ROFR Offer Price and on the other terms set forth in the ROFR Offer Notice.

  • The ROFR Offer Price per ROFR Offered Unit may differ to the extent necessary in order to reflect differences, if any, in the amounts otherwise distributable to the ROFR Offered Units in accordance with Section 4.3(c).


More Definitions of ROFR Offer Price

ROFR Offer Price has the meaning set forth in Section 1 of Annex VI.
Sample 1
ROFR Offer Price has the meaning set forth in Section 3.1(b).
Sample 1
ROFR Offer Price is defined in Section 7.4(a).
Sample 1
ROFR Offer Price means the higher of:
Sample 1

Related to ROFR Offer Price

  • Offer Price has the meaning set forth in the Recitals.

  • Offer Notice shall have the meaning set forth in Section 4.1.

  • 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.

  • Sell or Offer to Sell means to: • sell, offer to sell, contract to sell or lend, • effect any short sale or establish or increase a Put Equivalent Position or liquidate or decrease any Call Equivalent Position • pledge, hypothecate or grant any security interest in, or • in any other way transfer or dispose of, in each case whether effected directly or indirectly.

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • 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.

  • Term SOFR Notice means a notification by the Administrative Agent to the Lenders and the Borrower of the occurrence of a Term SOFR Transition Event.

  • First Offer has the meaning set forth in Section 3.9(e)(1) or Section 11.1(b)(i), as applicable.

  • Per Share Purchase Price equals $1.00, subject to adjustment for reverse and forward stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock that occur after the date of this Agreement.

  • 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.