Selling Owner definition
Examples of Selling Owner in a sentence
In the case of a proposed Transfer that does not fall within the provisions of clause (i) of this Section 2(b), such Selling Owner shall cause the Person or group that proposes to acquire Owner Shares from such Selling Owner (the "PROPOSED PURCHASER") to offer in writing (the "PURCHASE OFFER") to the Tag-Along Owners, to purchase a Proportionate Share of the Owner Shares of the Tag-Along Owners.
If the designated broker is unable to sell an amount at least equal to the number of Initial Shares, the aggregate number of shares which the designated broker is able to sell shall be allocated on a Proportionate Share basis among such Selling Owner and all Tag-Along Owners electing to participate in the proposed Transfer.
If the sale to the Buyer is not so consummated, the terms of this paragraph 12 will again be applicable to any Transfer by the Selling Owner.
Within such thirty (30) day period, the other System Owners may individually elect to accept such offer by delivering to the Selling Owner written notice of their irrevocable election to accept such offer.
Prior to effecting a Transfer, the Selling Owner must deliver a written notice (the “Notice of Sale”) to the other System Owners.
All Consultant agents, employees and subConsultants who perform work within the secured area of the Port will be required to have a Transportation Worker Identification Credential (TWIC) in order to perform their duties unescorted.
If none of the other System Owners accept such offer within such thirty (30) day period, the Selling Owner will be free to sell or transfer the interest described in the Notice of Sale to the Buyer on the same or better (to the Selling Owner) material terms set forth in the Notice of Sale within ninety (90) calendar days after the expiration of such thirty (30) day period.
The Notice of Sale will constitute an irrevocable offer by the Selling Owner to sell to the other System Owners all, but not less than all, of the Transferred Interest to be sold to the Buyer, on the same terms and conditions stated in the Notice of Sale.
Epsilon and its Affiliates are excluded from, and have none of the rights or obligations as a Selling Owner or System Owner under, this paragraph 12.
If the transferee is a Credit-Worthy Assignee, the Selling Owner shall be released from liability for all obligations under this Agreement with respect to the Transferred Interest incurred both prior to and after the effective date of the Transfer.