Conditions to Exercise of First Option Sample Clauses

Conditions to Exercise of First Option. The Company's right to exercise the First Option shall be subject to (a) the Company's having cooperated with Lann▇▇▇ ▇▇ connection with the preparation of patent applications on what has generally been referred to as the Company's "third generation peptides," which applications shall be reviewed, revised and finalized by Lann▇▇▇ (▇▇bject to approval of the Company's patent counsel), and subject to (i) the assignment of patent applications being executed by Dr. ▇▇▇▇ ▇▇ sole inventor, (ii) the completion of such applications by Lann▇▇▇, ▇▇d (iii) final approval of such applications by counsel for the Company, the Company's having filed such patent applications with the USPTO; and (b) subject to the above described patent applications having been completed and filed, the Company's having tendered to Therapeutic Peptides, Inc. ("TPI"), a license agreement in substantially the form previously delivered to TPI by the Company. The parties agree that the foregoing conditions are intended to relate to those matters which the Company controls and that the acts or omissions of Lann▇▇▇, ▇▇I and/or Dr. ▇▇▇▇ ▇▇▇ll have no effect on the Company's right to exercise the First Option.
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Related to Conditions to Exercise of First Option

  • Exercise of Right of First Refusal At any time within thirty (30) days after receipt of the Notice, the Company and/or its assignee(s) may, by giving written notice to the Holder, elect to purchase all, but not less than all, of the Shares proposed to be transferred to any one or more of the Proposed Transferees, at the purchase price determined in accordance with subsection (c) below.

  • Termination of Right of First Refusal The Right of First Refusal shall terminate as to any Shares upon the earlier of (i) the first sale of Common Stock of the Company to the general public, or (ii) a Change in Control in which the successor corporation has equity securities that are publicly traded.

  • Limitations on Exercise of Option a. The exercise of this Option will be contingent upon receipt from the Optionee (or the purchaser acting under Section 7 below) of the full Exercise Price of such Option Shares. Payment may be made in cash or by a cashier’s or certified check. However, in the sole discretion of the Board of Directors or the Committee, and subject to such terms and conditions as the Board of Directors or Committee deems appropriate in its discretion, payment of the Exercise Price or a portion thereof may be made by surrender to the Company of previously acquired shares of Common Stock, such shares to be credited against the Exercise Price based upon the Fair Market Value thereof on the date of exercise, or by a combination of the above. No Option Shares will be issued until full payment therefor has been made and the Optionee has executed any and all agreements that the Company may require the Optionee to execute. b. The issuance of Option Shares upon the exercise of this Option shall be subject to all applicable laws, rules, and regulations. If, in the opinion of the Board of Directors of the Company or a Committee of the Board of Directors, (i) the listing, registration, or qualification of the Option Shares upon any securities exchange or under any state or federal law, (ii) the consent or approval of any regulatory body, or (iii) an agreement of the Optionee with respect to the disposition of the Option Shares, is necessary or desirable as a condition to the issuance or sale of the Option Shares, this Option shall not be exercised and/or the Option Shares shall not be sold unless and until such listing, registration, qualification, consent, approval or agreement is effected or obtained in form satisfactory to the Board of Directors or the Committee.

  • Grant of Right of First Refusal Except as provided in Section 12.7 below, in the event the Optionee, the Optionee's legal representative, or other holder of shares acquired upon exercise of the Option proposes to sell, exchange, transfer, pledge, or otherwise dispose of any Vested Shares (the "TRANSFER SHARES") to any person or entity, including, without limitation, any shareholder of the Participating Company Group, the Company shall have the right to repurchase the Transfer Shares under the terms and subject to the conditions set forth in this Section 12 (the "RIGHT OF FIRST REFUSAL").

  • Reservation of Stock Issuable on Exercise of Warrant The Company will at all times reserve and keep available, solely for issuance and delivery on the exercise of the Warrant, shares of Common Stock (or Other Securities) from time to time issuable on the exercise of the Warrant.