Examples of ROFR Sale Notice in a sentence
If by the expiration of the ROFO Transfer Period, the OW Group has not completed the Transfer of any ROFO Shares at the ROFO Sales Price or a higher price, in order for the OW Group to Transfer such ROFO Shares (or any other Shares) it shall be necessary for a new ROFO Sale Notice or ROFR Sale Notice to be delivered, and the terms and provisions of this Article VII to be again complied with.
If the Company wishes to purchase (and/or cause a designee to purchase) all of the ROFR Shares at the ROFR Sale Price, the Company shall deliver a notice (a “ ROFR Purchase Notice ”) to the OW Group within three (3) business day after receipt of the ROFR Sale Notice.
For a period of 30 days after receipt of a ROFR Sale Notice ("Offer Period"), the ROFR Non Selling Shareholders shall have the right, exercisable by the them through the delivery of an Acceptance Notice as provided in Article 10(c), to purchase all such ROFR Sale Shares in a pro rata proportion based on its Shareholding (in relation to the other ROFR Non-Selling Shareholders) at a purchase price equal to the Offer Price per Share and upon the other terms and conditions set forth in the ROFR Sale Notice.
If the Company does not timely deliver a ROFR Purchase Notice it shall be deemed to have waived all of its rights with respect to the offer contained in the ROFR Sale Notice.
If by the expiration of the ROFR Transfer Period, the OW Group has not completed the Transfer of the ROFR Shares, in order for the OW Group to Transfer such ROFR Shares (or any other Shares) it shall be necessary for a new ROFO Sale Notice or ROFR Sale Notice to be delivered, and the terms and provisions of this Article VII to be again complied with.
The closing of the purchase of such ROFR Shares by the Company and/or any such designee shall take place no later than the later of (i) the purchase date set forth in the ROFR Sale Documentation and (ii) five (5) business days after delivery of the ROFR Purchase Notice, with payment for such ROFR Shares being made concurrently with such purchase to the OW Group’s account designated in the ROFR Sale Notice.
The OW Group shall not deliver more than one ROFO Sale Notice or ROFR Sale Notice in any thirty (30) day period.
Unless the ROFR Non-Selling Shareholders elect to purchase in the aggregate, all but not less than all of the ROFR Sale Shares under and in accordance with this Article 10, the Selling Shareholder may sell, all but not less than all of the ROFR Sale Shares to the Proposed Transferee identified in the ROFR Sale Notice on the same terms and conditions set forth in the ROFR Sale Notice, provided however that, the sale is made within 90 days after the expiry of the Offer Period.
If such sale is not completed within such 120-day period to the Buyer on the terms set forth in the ROFR Sale Notice, Landlord shall be obligated to again comply with this Section prior to any sale of the Premises.
In the event that Company does not timely delivery a ROFR Purchase Notice, the OW Group may sell the ROFR Shares to the proposed transferee identified in the ROFR Sale Notice at the ROFR Sale Price and on the other terms and conditions set forth in the ROFR Sale Documentation no later than three(3) business days following the date the OW Group proposed to effect such Transfer in the ROFR Sale Notice (the “ ROFR Transfer Period ”).