Examples of Sale Election Notice in a sentence
RemainCo shall have thirty (30) days from the receipt of the SpinCo Sale Notice to notify SpinCo in writing (the “RemainCo Sale Election Notice”) of its election to purchase the Licensed Marks pursuant to such SpinCo Sale Notice on the same terms and conditions set forth therein; provided that RemainCo shall be deemed to have rejected such SpinCo Sale Notice if it fails to provide the RemainCo Sale Election Notice within such thirty (30)-day period.
The closing of any purchase under this Section 9.05 will be held at the Company’s principal office and shall take place on the closing date set forth in the Sale Election Notice (such date to be not less than fifteen (15) and not more than sixty (60) days after the date such Sale Election Notice is delivered to the Selling Member).
If the Significant Sale Election Notice states that the Holder elects to require the Corporation to redeem any or all such shares of Series A Preferred Stock pursuant to clause (v) of Section VI.E hereof, the Corporation shall redeem the number of shares so specified on the written notice of the Holder at the effective time of the consummation of such Significant Sale.
This Amendment shall in no way be construed as an Additional Sale Election Notice.
If the Significant Sale Election Notice states that the Holder elects to require the Corporation to redeem any or all such shares of Series B Preferred Stock pursuant to clause (v) of Section VI.E hereof, the Corporation shall redeem the number of shares so specified on the written notice of the Holder at the effective time of the consummation of such Significant Sale.
Any Series B Holder that fails to timely deliver a Sale Election Notice shall be deemed to have declined to participate in the sale with respect to any of its shares of Series B Preferred Stock.
For purposes of payments under Tier 3, “Trigger Event” shall mean (i) a Company Sale Transaction (as such term is defined in the LLC Agreement), or (ii) a transfer under a Call Option Notice, a CB Offer Notice, or a Sale Election Notice (as each such term is defined in the LLC Agreement).
Each Sale Election Notice shall set forth the maximum number of shares of Series B Preferred Stock which such Series B Holder desires to sell, and such Sale Election Notice shall constitute a binding commitment by such Series B Holder to sell up to the number of shares of Series B Preferred Stock set forth in its Sale Election Notice, which commitment may not be revoked without the written consent of the Transferring Holder.
If MGM elects in the Sale Election Notice to dispose of the MGM Interests, the following provisions of clauses 19.7 to 19.17 shall apply.
Within five (5) Business Days after delivery of the Sale Election Notice, if Tenant elects to purchase the Premises, Tenant shall deposit in cash an amount equal to the amount of the deposit contained in the ROFO Material Terms (the “Downpayment”) with a reputable, nationally recognized and financially solvent title insurance company designated by Tenant, or an authorized agent of the foregoing (the “Escrow Agent”).