Extensions of the Offer Sample Clauses

The "Extensions of the Offer" clause defines the conditions under which the validity period of an offer can be prolonged beyond its original expiration date. Typically, this clause outlines the process for requesting and granting an extension, such as requiring written notice from the offeror or offeree before the offer lapses. Its core practical function is to provide flexibility in negotiations, ensuring that parties have sufficient time to consider the offer or fulfill any prerequisites, thereby reducing the risk of an offer expiring prematurely due to unforeseen delays.
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Extensions of the Offer. Bidder reserves the right, in its sole discretion, to extend the Offer beyond the Expiration Date as permitted by Law.
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Extensions of the Offer. If any of the conditions set forth in Section 15 — “Conditions to Purchaser’s Obligations” are not satisfied or waived on any scheduled expiration date, Purchaser shall extend the Offer for one or more periods (each in the reasonable judgment of Purchaser) for up to five business days at a time (or such other period as shall be consented to in writing by the Company) until such conditions are satisfied or waived, provided that Purchaser is not required to extend the Offer beyond December 30, 2011; and Purchaser shall extend the Offer for any period required by any rule, regulation, interpretation or position of the SEC or its staff applicable to the Offer or any period required by applicable law; provided that if the Proxy Statement Clearance Date has occurred, Purchaser is not required to extend the Offer. Notwithstanding the foregoing, Purchaser’s ability and obligation to extend the Offer is subject to the parties’ rights to terminate the Merger Agreement in accordance with its terms. During any such extension, all Shares previously tendered and not withdrawn will remain subject to the Offer and subject to your right to withdraw your Shares. Stockholders of the Company may withdraw their Shares previously tendered at any time prior to the expiration date. See Section 4 — “Withdrawal Rights” in this Offer to Purchase.
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Extensions of the Offer. BGCP and Purchaser agree that if on any scheduled Expiration Date of the Offer, any of the Offer Conditions (including the Minimum Tender Condition and the other Offer Conditions set forth in Exhibit A) is not satisfied or, in Purchaser’s sole discretion, waived (if such condition is permitted to be waived pursuant to this Agreement and applicable Law), then Purchaser shall, and BGCP shall cause Purchaser to, extend the Offer for successive periods of time of up to ten Business Days (the length of such periods to be determined by BGCP, in its sole discretion) or such number of Business Days as the parties may agree in order to permit the satisfaction of such conditions. Notwithstanding the foregoing, in no event shall Purchaser be required to (i) extend the Offer beyond the Outside Date or (ii) extend the Offer at any time that BGCP or Purchaser is permitted to terminate this Agreement pursuant to Article VII. In addition, Purchaser shall, and BGCP shall cause Purchaser to, extend the Offer (A) for any period or periods required by applicable Law, including applicable rules, regulations, interpretations or positions of the SEC or its staff, or rules of any securities exchange, (B) for a period of five Business Days (determined pursuant to Rule 14d-1(g)(3) under the Exchange Act) following the then scheduled Expiration Date if, within the five Business Day (determined pursuant to Rule 14d-1(g)(3) under the Exchange Act) period prior to such Expiration Date, the GFI Board shall have provided BGCP notice pursuant to Section 5.4(d) of its intention to make a Change in Recommendation and (C) if GFI shall have provided BGCP written notice that BGCP or Purchaser has breached or failed to perform its covenants contained in this Agreement and such breach or failure has resulted in (1) a reduction in the number of Shares of GFI Common Stock subject to the Offer or (2) a reduction in the Offer Price or change in the form of consideration payable in the Offer, for one or more periods of five Business Days (determined pursuant to Rule 14d-1(g)(3) under the Exchange Act) each following the then scheduled Expiration Date until the earlier of (x) the date on which all such breaches cease to exist or are waived by GFI and (y) the date on which this Agreement is terminated in accordance with Section 7.1.
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Extensions of the Offer. If, as of the scheduled Expiration Date, any condition of the Offer is not satisfied and has not been waived, then to permit such condition to be satisfied:
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Extensions of the Offer. Notwithstanding anything in this Agreement to the contrary, and without limiting Parent’s or Merger Sub’s obligations under this Section 1.1(f), Merger Sub shall, and Parent shall cause Merger Sub to, (i) extend the Offer on one or more occasions, in consecutive increments determined by Parent of up to five (5) Business Days each (or such longer period as the parties may agree), if, on any then-scheduled Expiration Time any of the Offer Conditions shall not be satisfied or waived, until such time as such condition or conditions are satisfied or waived and (ii) extend the Offer for any period required by applicable Law, any rule, regulation, interpretation or position of the SEC, or the staff thereof, or the staff thereof, applicable to the Offer; provided, however, that (A) in no event shall Merger Sub be required to extend the Offer (1) beyond the Termination Date or (2) if Parent or Merger Sub has validly terminated this Agreement, pursuant to Section 8.1; (B) if, at any then-scheduled Expiration Time, each Offer Condition (other than the Minimum Condition) shall have been satisfied or waived and the Minimum Condition shall not have been satisfied, then Merger Sub may and, if requested by the Company, Merger Sub shall, and Parent shall cause Merger Sub to, extend the Offer by increments of five (5) Business Days; and (C) the maximum number of days that the Offer may be extended pursuant to clause (B) of this proviso shall be twenty (20) Business Days unless mutually agreed by the Company and Parent. Nothing contained in this Section 1.1(f) shall affect any termination rights in Section 8.1.
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Extensions of the Offer. We may extend the Offer for up to ten business days on one occasion. We will, (1) if the conditions to the Offer have not been satisfied or waived, extend the Offer for successive periods of up to ten business days each (or such longer period of up to 20 business days if OPAY consents in writing), to permit any of the conditions to the Offer (including the Minimum Condition) to be satisfied and (2) extend the Offer for any period required by law or the rules, regulations, interpretations or positions of the SEC. We may, following the Offer Closing, extend the Offer for a “subsequent offering period” (and one or more extensions thereof) in accordance with Rule 14d-11 under the Exchange Act. We will not, however, be required to extend the Offer beyond the Termination Date, and we may not extend the Offer beyond the Termination Date without OPAY’s consent. The Merger Agreement obligates us, subject to applicable securities laws and the satisfaction of the conditions set forth in Section 14—“Conditions of the Offer”, to accept for payment and pay for, as soon as practicable after the Expiration Time, all Shares validly tendered and not withdrawn pursuant to the Offer.
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Related to Extensions of the Offer

  • Conditions of the Offer Notwithstanding any other term of the Offer, the Purchaser (which is an affiliate of the General Partner) will not be required to accept for payment or to pay for any Units tendered if all authorizations, consents, orders or approvals of, or declarations or filings with, or expirations of waiting periods imposed by, any court, administrative agency or commission or other governmental authority or instrumentality, domestic or foreign, necessary for the consummation of the transactions contemplated by the Offer shall not have been filed, occurred or been obtained prior to the Expiration Date. Furthermore, notwithstanding any other term of the Offer and in addition to the Purchaser's right to withdraw the Offer at any time before the Expiration Date, the Purchaser (which is an affiliate of the General Partner) will not be required to accept for payment or pay for any Units not theretofore accepted for payment or paid for and may terminate or amend the Offer as to such Units if, at any time on or after the date of the Offer and before the Expiration Date, any of the following conditions exists: (a) a preliminary or permanent injunction or other order of any federal or state court, government or governmental authority or agency shall have been issued and shall remain in effect which (i) makes illegal, delays or otherwise directly or indirectly restrains or prohibits the making of the Offer or the acceptance for payment, purchase of or payment for any Units by the Purchaser (which is an affiliate of the General Partner), (ii) imposes or confirms limitations on the ability of the Purchaser effectively to exercise full rights of ownership of any Units, including without limitation the right to vote any Units acquired by the Purchaser pursuant to the Offer or otherwise on all matters properly presented to the Partnership's Limited Partners, (iii) requires divestiture by the Purchaser of any Units, (iv) causes any material diminution of the benefits to be derived by the Purchaser as a result of the transactions contemplated by the Offer, or (v) might materially adversely affect the business, properties, assets, liabilities, financial condition, operations, results of operations or prospects of the Purchaser or the Partnership; (b) there shall be any action taken, or any statute, rule, regulation or order proposed, enacted, enforced, promulgated, issued or deemed applicable to the Offer by any federal or state court, government or governmental authority or agency, which might, directly or indirectly, result in any of the consequences referred to in clauses (i) through (v) of paragraph (a) above; (c) any change or development shall have occurred or been threatened since the date of the Offer to Purchase, in the business, properties, assets, liabilities, financial condition, operations, results of operations or prospects of the Partnership, which is or may be materially adverse to the Partnership, or the Purchaser (which is an affiliate of the General Partner) shall have become aware of any fact that does or may have a material adverse effect on the value of the Units; (d) there shall have occurred (i) any general suspension of trading in, or limitation on prices for, securities on any national securities exchange or in the over-the-counter market in the United States, (ii) a declaration of a banking moratorium or any suspension of payments in respect of banks in the United States, (iii) any limitation by any governmental authority on, or other event which might affect, the extension of credit by lending institutions or result in any imposition of currency controls in the United States, (iv) a commencement of a war or armed hostilities or other national or international calamity directly or indirectly involving the United States, (v) a material change in United States or other currency exchange rates or a suspension of, or imposition of a limitation on, the markets thereof, or (vi) in the case of any of the foregoing existing at the time of the commencement of the Offer, a material acceleration or worsening thereof; or (e) it shall have been publicly disclosed or the Purchaser (which is an affiliate of the General Partner) shall have otherwise learned that (i) more than ten percent of the outstanding Units have been or are proposed to be acquired by another person (including a "group" within the meaning of Section 13(d)(3) of the Exchange Act), or (ii) any person or group that prior to such date had filed a Statement with the Commission pursuant to Section 13(d) or (g) of the Exchange Act has increased or proposes to increase the number of Units beneficially owned by such person or group as disclosed in such Statement by two percent or more of the outstanding Units. The foregoing conditions are for the sole benefit of the Purchaser (which is an affiliate of the General Partner) and may be asserted by the Purchaser regardless of the circumstances giving rise to such conditions or may be waived by the Purchaser in whole or in part at any time and from time to time in its sole discretion. Any determination by the Purchaser (which is an affiliate of the General Partner) concerning the events described above will be final and binding upon all parties.

  • Terms of the Offer The Issue Price and the Value Date of the Securities and the start of the Public Offer are specified below. Issue Price: EUR 8.81 Value Date: 18 April 2016 Public Offer: in Finland starting from: 15 April 2016 The Public Offer will end with the term of the Securities, but at the latest with the expiry of the va- lidity of the Base Prospectus. The end of term is specified in chapter II. Terms and Conditions.

  • Extensions of Time 34.1 If at any time during performance of the Contract, the Supplier or its subcontractors should encounter conditions impeding timely delivery of the Goods or completion of Related Services pursuant to GCC Clause 13, the Supplier shall promptly notify the Procuring Entity in writing of the delay, its likely duration, and its cause. As soon as practicable after receipt of the Supplier's notice, the Procuring Entity shall evaluate the situation and may at its discretion extend the Supplier's time for performance, in which case the extension shall be ratified by the parties by amendment of the Contract. 34.2 Except in case of Force Majeure, as provided under GCC Clause 32, a delay by the Supplier in the performance of its Delivery and Completion obligations shall render the Supplier liable to the imposition of liquidated damages pursuant to GCC Clause 26, unless an extension of time is agreed upon, pursuant to GCC Sub-Clause 34.1.