ROFR Offeror definition

ROFR Offeror has the meaning ascribed thereto in subsection 3.1(a) hereof; “Tag-Along Offeror” has the meaning ascribed thereto in subsection 2.1(a) hereof; “Tag-Along Shares” has the meaning ascribed thereto in subsection 2.1(a) hereof;
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ROFR Offeror shall have the meaning set forth in Section 2.2(a).
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ROFR Offeror shall have the meaning set forth in Section 3.4 hereof.
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Examples of ROFR Offeror in a sentence

  • Upon such registration, the ROFR Offeror will cease to have any right to or in respect of the Offered Units except the right to receive, without interest, the purchase money received by the Fund upon surrender of any certificates that previously represented the Offered Units.

  • With the exception of the Employment Agreement’s restriction on the disclosure of trade secrets, which applies indefinitely, April 24, 2017 is the same date as Mr. Kreger’s current post-employment restrictive covenants with LHC end.

  • The Fund will hold the purchase money received by it in trust on behalf of the ROFR Offeror and will not commingle the purchase money with the Fund’s assets, except that any interest thereon will be for the account of the Fund.

  • If the Third Party Offer provides for non-cash consideration to be paid to the ROFR Offeror, the Notice must specify the ROFR Offeror’s good faith estimate of the cash equivalent of such non-cash consideration, which estimate, if not accepted by the Offeree, will be submitted to arbitration for final determination pursuant to Section 4.11.

  • The ROFR Offeror Holder also agrees to execute and deliver any such instruments and documents and take any such actions, including obtaining all applicable approvals and consents and making all applicable notifications and filings, as the purchasing ROFR Holders may reasonably request in order to effectively implement the purchase and sale of the ROFR Offered Units hereunder.

  • The holder of any Note will, except as otherwise required by law, be treated as its absolute owner for all purposes (whether or not it is overdue and regardless of any notice of ownership, trust or any interest in it or any writing on (other than the endorsed form of transfer), or the theft or loss of, the Definitive Certificate issued in respect of it), and no person will be liable for so treating the holder.

  • The ROFR Offeror Holder may not accept a Third Party Offer if such offer contains provisions related to any property of the ROFR Offeror Holder other than Units held by the ROFR Offeror Holder or contemplates any consideration for the ROFR Offered Units other than cash in United States dollars.

  • Each ROFR Holder shall make representations and warranties to the Company or such ROFR Offeror Holder concerning its status as an Accredited Investor and its acquisition of such ROFR Offered Units for investment purposes and without a view to distribution thereof.

  • Notwithstanding the foregoing, if (i) the Company and the ROFR Holders shall not have elected to purchase all of the ROFR Offered Units on or prior to the ROFR Expiration Date, then the ROFR Offeror must comply with the terms of Section 6.5 prior to Transferring any of the ROFR Offered Units to any Person.

  • The ROFR Transfer Notice shall be accompanied by a true and correct copy of the ROFR Transfer Offer (which shall identify in reasonable detail all material terms, including, but not limited to, the ROFR Offeror, the ROFR Transfer Securities, the price contained in the ROFR Transfer Offer and all of the other material terms and conditions of the ROFR Transfer Offer).


More Definitions of ROFR Offeror

ROFR Offeror shall have the meaning ascribed thereto in Section 9.5(a).
Sample 1

Related to ROFR Offeror

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

  • 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.

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

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

  • Selling Member has the meaning set forth in Section 10.5(a).

  • Offeror means a Person who has announced a current intention to make or is making a Take-over Bid.

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

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

  • Third Party Offer has the meaning set forth in Section 3.2.2(a).

  • Shelf Offering Notice has the meaning set forth in Section 1(d)(i).

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

  • Proposed Purchaser shall have the meaning set forth in Section 5.7(a).

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

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

  • Offered Interests has the meaning set forth in Section 8.5(a).

  • Offered Units shall have the meaning set forth in Section 11.1 hereof.

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

  • Offering Notice has the meaning set forth in Section 4.3(b).

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

  • 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 Period has the meaning set forth in Section 13.5.

  • Initial Offer means the initial offer of Participating Shares in a Fund as set out in the applicable Supplement;

  • Sale Notice has the meaning set forth in Section 3.04(b).

  • Minimum Offering Notice means a written notification, signed by Broker, pursuant to which the Broker shall represent (1) that subscriptions for the Minimum Offering have been received, (2) that, to the best of Broker’s knowledge after due inquiry and review of its records, Cash Investment Instruments in full payment for that number of Shares equal to or greater than the Minimum Offering have been received, deposited with and collected by NCPS, (3) and that such subscriptions have not been withdrawn, rejected or otherwise terminated, and (4) that the Subscribers have no statutory or regulatory rights of rescission without cause or all such rights have expired.

  • ROFO Notice is defined in Section 6.2(a).