ROFR Offer Price definition

ROFR Offer Price has the meaning assigned to such term in Section 4.4(a).
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ROFR Offer Price shall have the meaning ascribed to it in Section 5.1(b)(i).
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ROFR Offer Price means the higher of:
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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 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.

  • 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.

  • 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 ROFR Stockholder Acceptance Notice shall constitute a binding commitment of the ROFR Stockholder to purchase, and a binding commitment of the ROFR Selling Stockholder to transfer the ROFR Accepted Securities, each unit at the ROFR Offer Price.

  • The ROFR Offer Price per ROFR Offered Unit may differ in order to reflect appropriately differences in Threshold Values with respect to the Series B Units that are ROFR Offered Units and Withheld Amounts (that have not yet been distributed), if any, with respect to the Unvested Units that are ROFR Offered Units.

  • 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.

  • If such right is exercised, the Company or the ROFR Buying Investor(s), as the case may be, shall deliver to such ROFR Selling Investor a certified or bank check(s) for the ROFR Offer Price, payable to the order of such ROFR Selling Investor, against delivery of certificates or other instruments representing the Registrable Securities so purchased, appropriately endorsed by such ROFR Selling Investor.


More Definitions of ROFR Offer Price

ROFR Offer Price is defined in Section 7.4(a).
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ROFR Offer Price is defined in Section 7.6(b) of this Agreement.
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ROFR Offer Price has the meaning set forth in Section 1 of Annex VI.
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ROFR Offer Price has the meaning set forth in Section 5.2.
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ROFR Offer Price has the meaning set forth in Section 3.1(b).
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Related to ROFR Offer Price

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

  • Initial Offer Price means the initial price payable for a Share as specified in the relevant Supplement for each Fund.

  • Market/Offer Price means the highest of (i) the price per share of Common Stock at which a tender or exchange offer therefor has been made, (ii) the price per share of Common Stock to be paid by any third party pursuant to an agreement with Issuer, (iii) the highest closing price for shares of Common Stock within the six-month period immediately preceding the date the Holder gives notice of the required repurchase of this Option or the Owner gives notice of the required repurchase of Option Shares, as the case may be, or (iv) in the event of a sale of all or any substantial part of Issuer's assets or deposits, the sum of the net price paid in such sale for such assets or deposits and the current market value of the remaining net assets of Issuer as determined by a nationally recognized investment banking firm selected by the Holder or the Owner, as the case may be, and reasonably acceptable to Issuer, divided by the number of shares of Common Stock of Issuer outstanding at the time of such sale. In determining the market/offer price, the value of consideration other than cash shall be determined by a nationally recognized investment banking firm selected by the Holder or Owner, as the case may be, and reasonably acceptable to Issuer.

  • Offer Price or Purchase (Public Offer) Price means the sum to be paid by the investor for purchase of one Unit, such price to be determined pursuant to this document.

  • First Offer Notice shall have the meaning set forth in Section 14.4(a).

  • Last best offer package means the offer exchanged by parties not less than 14 days prior

  • 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.

  • ROFR Notice has the meaning set forth in Section 3.02(d).

  • First Offer Period has the meaning set forth in Section 13.5.

  • Offer Shares means the Hong Kong Offer Shares and the International Offer Shares being offered at the Offer Price under the Global Offering together with any additional Shares to be issued pursuant to the exercise of the Over-Allotment Option;

  • Price Proposal means the price offer included in the Proposal submitted by a Proposer as set forth on the forms requested in Exhibit C-2 of the ITP.

  • Initial Offer Period means the period determined by the Directors during which Shares of any class are offered by the ICAV for purchase or subscription at the Initial Price.

  • 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.

  • 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.

  • 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.

  • Buy-Sell Notice shall have the meaning set forth in Section 12.1(a).

  • Proposed Sale has the meaning set forth in Section 2.4(a).

  • Net Proceeds Offer Payment Date has the meaning provided in Section 4.16.

  • Offered Price has the meaning set forth in Section 4.5.

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

  • Proposed Transfer Notice means written notice from a Key Holder setting forth the terms and conditions of a Proposed Key Holder Transfer.

  • 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.