Second Offer Period definition

Second Offer Period has the meaning set out in clause 10.3.1(b);

Second Offer Period means a period commencing on the first Business Day following the First Offer Period and expiring at 5:00 p.m., New York time on the 10th Business Day thereafter.

Second Offer Period has the meaning specified in Section 2.3(c).

Examples of Second Offer Period in a sentence

• The failure by the Company to deliver an Election Notice during any Second Offer Period shall be deemed to be an election by the Company not to purchase any of the Interest subject to the Proposed Transfer.

• The failure of any of the Second Round Offerees to deliver a Second Purchase Notice by the end of the Second Offer Period shall be deemed to be a waiver solely with respect to its right to participate in the purchase of the Offered Shares then being sold pursuant to this Section 2.6 (and not with respect to any subsequent sales).

• Such acceptance shall be made by delivering written notice of such acceptance to the Company prior to the expiration of the Second Offer Period, which notice shall state whether the Accepting Holder desires to purchase shares in excess of its pro rata portion.

• Each of the Other Series B Investors may exercise its Series B Second Option and thereby be entitled to purchase all or, pursuant to the provisions of the next succeeding sentence, a portion of the Series B Offered Shares, by notifying the Series B Selling Investor in writing (with a copy to each of the other Other Series B Investors) before the expiration of the Series B Second Offer Period as to its election to so purchase all of the Series B Offered Shares.

• Payment for the Series A Offered Shares shall be by check or wire transfer, against delivery of the Series A Offered Shares to be purchased, at a place agreed upon between the parties and at the time of the scheduled closing therefore, which shall be no later than forty-five (45) calendar days after the expiration of the Series A Second Offer Period.

• Each of the Other Series A Investors may exercise its Series A Second Option and thereby be entitled to purchase all or, pursuant to the provisions of the next succeeding sentence, a portion of the Series A Offered Shares, by notifying the Series A Selling Investor in writing (with a copy to each of the other Other Series A Investors) before the expiration of the Series A Second Offer Period as to its election to so purchase all of the Offered Shares.

• Subject to the prior satisfaction or waiver of the Offer Conditions, Purchaser shall, and Parent shall cause Purchaser to, accept for payment, and pay for, in accordance with the terms of the Offer, all Shares validly tendered and not withdrawn pursuant to the Offer as soon as practicable after the expiration of the First Offer Period or the Second Offer Period (as applicable), including any extensions thereof pursuant to this Agreement (the “Expiration Date”).

• Such right shall be exercised by delivery of an irrevocable notice, prior to the expiration of the Second Offer Period, to the Company, with a copy to the Selling Shareholder, specifying the number of Offered Shares that such Second Round Offeree wishes to purchase (the “Second Purchase Notice”).

• Payment for the Series B Offered Shares shall be by check or wire transfer, against delivery of the Series B Offered Shares to be purchased, at a place agreed upon between the parties and at the time of the scheduled closing therefore, which shall be no later than forty-five (45) calendar days after the expiration of the Series B Second Offer Period.

• Each care recipient has a medication chart with personal details and administration instructions.

More Definitions of Second Offer Period

Second Offer Period has the meaning set forth in Section 29.2.

Second Offer Period shall have the meaning set forth in Section 2.6;

Second Offer Period has the meaning given such term in Section 1.1(a).

Second Offer Period has the meaning set forth in Section 10.6(a) hereof.

Second Offer Period shall have the meaning set forth on Schedule 1-5 attached hereto. Structural – “structural” shall mean any Alteration involving or affecting: (1) the roof or foundation of the Building, (2) any floor slab and/or ceiling slabs, the exterior walls of the Building (other than the interior surface of such exterior walls) and any load bearing columns or structural elements of the Building, (3) any Building Systems outside of the Demised Premises, and any Building Systems serving any other tenants at the Building or any parts of the Building outside of the Demised Premises, (4) any Common Elements of the Building, (5) any exterior glass, exterior windows, window seals and gaskets, and window frames in the Demised Premises or (6) any boiler or pressure vessel. substantially complete (or substantially completed) – “substantially complete” or “substantially completed” shall mean Landlord’s Work or Landlord’s Additional Work, as applicable, has been completed with the exception of any Punch-List Items and any work that, under good construction practice, is dependent on the completion of Tenant’s Initial Improvements (or some portion thereof). Tenant’s Delay - “Tenant’s Delay” or “Tenant Delay” shall mean, whether or not in connection with Landlord’s Work or Landlord’s Additional Work, an act or omission by Tenant or any Person Within Tenant’s Control, that in each case, actually delays Landlord in the performance of any of Landlord’s obligations under this -5- NY 78267766v2

Second Offer Period the meaning given in Clause 15.5.2 of this Agreement;