Unaffiliated Third Party definition

Unaffiliated Third Party means any Person who, immediately prior to the contemplated transaction (i) does not own in excess of 5% of the Common Stock on a fully diluted basis (a "5% Owner", (ii) is not controlling, controlled by or under common control with any such 5% Owner and (iii) is not the spouse or descendent (by birth or adoption) of any such 5% Owner or a trust for the benefit of such 5% Owner and/or such other Persons.
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Unaffiliated Third Party means any Person who, immediately prior to the contemplated transaction, does not own in excess of 5% of the Company's Common Stock on a fully diluted basis (a "5% Owner"), who is not controlling, controlled by or under common control with any such 5% Owner and who is not the spouse or descendent (by birth or adoption) of any such 5% Owner or a trust for the benefit of such 5% Owner and/or such other Persons.
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Unaffiliated Third Party means, with respect to any transaction by the Lender, any person that the Lender does not “control” (as that term is defined by Rule 12b-2 under the Exchange Act) immediately prior to the transaction.
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Examples of Unaffiliated Third Party in a sentence

  • Any shares sold to an Unaffiliated Third Party in such a registered offering or Exempt Offering in accordance with the foregoing procedures shall be sold free and clear of any obligations and without any rights under this Agreement.

  • The royalty obligation for each Royalty Bearing Sale accrues on the earlier of: (a) the first shipment date to an Unaffiliated Third Party; and (b) the date Licensee and any of its Affiliates, or a Sublicensee and any of its Affiliates, as the case may be, receives or has received in aggregate five percent (5%) or more of the monetary amounts or other consideration for the Royalty Bearing Sale.

  • The Proposing Party and the Other Party agree to use their respective reasonable efforts to cooperate and assist in the sale process regardless of whether the Other Party elects to purchase or sell and regardless of whether the Proposing Party elects to conduct a sale to an Unaffiliated Third Party as set forth in Section 9.2 hereof.

  • Prior to entering into any agreement to sell the Project, as a whole, or Phase I of the Project, individually, Optionor shall notify Optionee by written notice (the “First Offer Notice”) when and if Optionor desires to sell the Project or any permitted portion thereof, at any time during the Lease Term as the same may be extended, to an Unaffiliated Third Party, whether on the open market or pursuant to an existing offer to purchase received by Optionor, in any manner.

  • Any Subsidiary Sale that is not to an Unaffiliated Third Party shall require the approval of a majority of the Representatives who are not an Affiliate of, or a Representative of an Affiliate of, the third party Person(s) or Entity(ies) with whom the Subsidiary Sale is consummated.


More Definitions of Unaffiliated Third Party

Unaffiliated Third Party means a person that is not owned or controlled, directly or indirectly, by the same interests.
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Unaffiliated Third Party means any Person other than Parent and its Affiliates.
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Unaffiliated Third Party means a Person, other than (i) the Company or any Affiliate of the Company and (ii) a Shareholder Party, or any other Person acting on behalf of, or who is part of a 13D Group, with any Shareholder Party.
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Unaffiliated Third Party means a party that is not the Customer, is not part of a common group of companies or under common Control with the Customer, and does not share any investors or shareholders with the Customer.
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Unaffiliated Third Party means a third party that is not Wengen, any Wengen Investor or any of their respective Affiliates or Related Parties.
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Unaffiliated Third Party means a Third Party that is not a Sublicensee and did not purchase the applicable Generic Product in a chain of distribution that included any of Exelixis, Collaborator, or their respective Affiliates, licensees, or sublicensees.
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Unaffiliated Third Party means a business that is not under the corporate control or common ownership of the club card issuer or is not a contract
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