CONTINUING RIGHT OF FIRST REFUSAL Sample Clauses

The Continuing Right of First Refusal clause grants a party the ongoing opportunity to match any third-party offer before the asset or interest in question is sold or transferred to someone else. In practice, this means that if the owner receives an offer from another potential buyer, they must first present the same terms to the holder of the right, who can then choose to accept or decline. This clause ensures that the holder maintains a priority position in acquiring the asset, thereby protecting their interests and preventing unwanted transfers to third parties.
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CONTINUING RIGHT OF FIRST REFUSAL. Landlord hereby grants to the Original Tenant or an Affiliated Assignee during the initial Lease Term only, a right of first refusal with respect to remaining space in the Building (collectively, the “First Refusal Space”). Tenant’s right of first refusal (the “Right of First Refusal”) shall be on the terms and conditions set forth in this Section 1.5. Notwithstanding the foregoing if Tenant elects (or is deemed to have elected) the option described in clause (ii) of Section 1.5.2 below, then such Right of First Refusal shall be subordinate and secondary to any rights of expansion, first refusal, first offer or similar rights granted to any third (3rd) party tenant leasing the First Refusal Space or any portion thereof (the “Superior Rights”), provided such Superior Rights are contained in the Terms (as defined below) set forth in the First Refusal Notice or the Second Chance Notice (as such terms are defined herein).
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CONTINUING RIGHT OF FIRST REFUSAL. Landlord hereby grants to the Original Tenant (as defined in Section 2.2 below) and any Affiliated Assignee, during the initial Lease Term only, a right of first refusal with respect to (i) any contiguous space in the Building, as further outlined on Exhibit A attached hereto and made a part hereof, and/or (ii) any space containing a minimum of 5,000 square feet of space (or rentable square feet of space, as applicable) in either of the other two (2) buildings on the Real Property (collectively, the “First Refusal Space”). Notwithstanding the foregoing, (i) such first refusal right shall commence only following the expiration or earlier termination of (A) any lease pertaining to the First Refusal Space existing as of the date of this Lease, and (B) as to any First Refusal P:00816539-5:12107.019 Space which is vacant as of the date of this Lease, the first lease pertaining to any portion of such First Refusal Space entered into by Landlord after the date of this Lease (collectively, the “Superior Leases”), including any renewal or extension of such existing or future lease, whether or not such renewal or extension is pursuant to an express written provision in such lease, and regardless of whether any such renewal or extension is consummated pursuant to a lease amendment or a new lease, and (ii) such first refusal right shall be subordinate and secondary to all rights of expansion, first refusal, first offer or similar rights granted to the tenant(s) of the Superior Leases or any other leases in existence as of the date of this Lease (the rights described in items (i) and (ii), above to be known collectively, for purposes of this Section 1.4 only, as “Superior Rights”). Tenant’s right of first refusal shall be on the terms and conditions set forth in this Section 1.4.
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CONTINUING RIGHT OF FIRST REFUSAL. So long as PRIME is not in default of this Agreement TEL acknowledges and agrees that PRIME shall receive a continuing first right of refusal on any and all other programs and/or projects that TEL is involved in the same basis as set forth herein.
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CONTINUING RIGHT OF FIRST REFUSAL. Tenant acknowledges that Landlord desires and intends to enter into one or more leases for space located on the third floor of the Building, which is currently subject to a Continuing Right of First Refusal held by Tenant as set forth in paragraph 2 of the Addendum to Lease set forth as Schedule 9 of the Lease. Tenant hereby waives and releases its Continuing Right of First Refusal as it applies to the third floor of the Building for a period of eighteen (18) months from end after the date of this Second Amendment.
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CONTINUING RIGHT OF FIRST REFUSAL. (a) Tenant shall have the right of first (1st) refusal for all space in the Building. At such time or times as Landlord receives a bona fide offer from a third party or Landlord extends a bona fide offer to a third party to lease all or a portion of the available second (2nd) floor space, Landlord shall provide written notice to Tenant during the period commencing on the date of execution of this Lease through and including the day prior to the Lease expiration date, including extensions thereto. Notwithstanding anything to the contrary contained in subsection (47) above, within ten (10) days of receipt of such written notice from Landlord, Tenant shall notify Landlord in writing of its decision whether or not to lease the entire amount of the available second (2nd) floor space for which Landlord has received such bona fide offer. If Tenant elects not to lease such Additional Space or fails to notify Landlord of its decision prior to the expiration of such ten (10) day period, then Landlord shall have the right to lease such Additional Space to any other person or entity upon the terms and conditions specified to Tenant by Owner, provided, however, that if the offeree fails to lease such space and Landlord receives another bona fide offer from a third party or Landlord extends another bona fide offer from a third party to lease all or a portion of such space, then Landlord shall re-offer such space to Tenant in accordance with this subsection. Additionally, Tenant's right of first (1st) refusal shall be in effect upon the subsequent termination of said third (3rd) party Tenant's lease for said space. Time is of the essence for the provisions of this Section 49. (b) If Tenant exercises this right of First Refusal during the first two (2) years of the initial lease term, pursuant to the notification provisions herein provided or otherwise, the rental rate for said space shall be Tenant's then current escalated rental rate on a per square foot basis, at the commencement of the additional space. In addition, Landlord shall provide Tenant with a total allowance of (i) Twelve and 00/100 Dollars ($12.00) per rentable square foot of additional space leased if the space is leased during the first (1st) lease year and (ii) Ten and 00/100 Dollars ($10.00) per rentable square foot of additional space if the space is leased during the second (2nd) lease year. The commencement date for the right of first refusal space shall be in accordance with Subsection 1(e) of this ...
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CONTINUING RIGHT OF FIRST REFUSAL. Tenant’s Right of First Refusal shall be continuing and shall apply at all times during the Lease Term; provided, however, that If Tenant does not accept the Third Party Proposal as provided in Paragraph 32.1 above, then for the next ninety (90)-day period Landlord shall be free to lease such Right of First Refusal Space to the party (or any of its affiliates) making the proposal or to any other party on such terms proposed in the Third Party Proposal, or on any other terms as Landlord may determine in its sole discretion (subject to Paragraph 32.4 below with respect to changes in the offer proposed to and not accepted by Tenant).
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CONTINUING RIGHT OF FIRST REFUSAL. Seller shall have first option to purchase property for 5 years following the closing date at a predetermined price arrived upon via the following method: The Seller will select one appraiser; The Buyer will select one appraiser; and third appraiser will be mutually agreed upon by the parties. The repurchase price shall be an average of the three (2) appraisals from the aforementioned appraisers, or any other method agreed upon by Purchaser and Seller prior to closing.
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Related to CONTINUING RIGHT OF FIRST REFUSAL

  • Right of First Refusal (a) Whenever and as often as the WAT Trustee or its successors or assigns (each, a "Seller") shall desire to sell all or any of the Warrants granted to the WAT Trustee pursuant to the Subscription Agreement and Plan of Reorganization Relating to CenterMark Properties, Inc., dated as of May 13, 1996, and in connection with the Public Offering (together, the "Company Warrants"), pursuant to a bona fide offer for the purchase thereof, the Seller shall give notice (the "Notice") to WHL (the "Offeree") in writing to such effect, enclosing a copy of such bona fide offer (it being agreed that the Seller shall cause any such offer to be reduced to writing) and specifying the portion of the Company Warrants which the Seller desires to sell (the "Seller's Warrant"), the name of the person or persons to whom the Seller desires to make such sale and the dollar value of the consideration which has been offered in connection therewith. Upon receipt of the Notice, the Offeree initially shall have the first right and option to purchase up to all of the Seller's Warrant, for cash at a purchase price equal to the dollar value of such consideration, exercisable for a period of 30 days from the date of receipt of the Notice (the "Expiration Date"). Failure of the Offeree to respond to the Notice within the 30-day period shall be deemed to constitute a notification to the Seller of the Offeree's decision not to exercise the first right and option to purchase the Seller's Warrant under this Section 3. (b) The Offeree may exercise the right and option provided in this Section 3 by giving written notice to the Seller not later than the close of business on the date of expiration of such right and option (or if such date is not a business day, then on or before the close of business on the next succeeding business day), advising of the election to exercise the same and the date (not later than 30 days from the date of such notice) upon which payment of the purchase price for the Seller's Warrant shall be made. The Seller shall cause to be delivered to the Offeree notice, on the payment date specified in such notice, the certificate or certificates representing the Seller's Warrant being purchased by the Offeree, properly endorsed for transfer, against payment of the purchase price therefor. (c) If all the Seller's Warrant is not purchased by the Offeree in accordance with this Section, the Seller (i) shall not be required to sell any of the Seller's Warrant to the Offeree and (ii) may, during the 90-day period commencing on the expiration of the rights and options provided for in this Section, sell all (but not less than all) of the Seller's Warrant to the transferee named in the Notice for a consideration the dollar value of which is equal to or greater than the dollar value of the consideration specified in the Notice, subject in each case to the restrictions contained in this Section 3 of this Agreement. (d) WHL may designate or assign its rights to purchase the Company Warrants pursuant to this Section 3 to any person or entity with the prior written consent of the Seller, such consent not be unreasonably withheld or delayed.

  • Company Right of First Refusal (a) Before the Warrant, any portion thereof or any Shares may be sold or otherwise transferred by the Holder, the Company shall have a right of first refusal to purchase the Warrant, such portion thereof and/or any such Shares, as the case may be, on the terms and conditions set forth in this Section 11. (b) If the Holder proposes to sell or otherwise transfer the Warrant, any portion thereof or any number of the Shares it holds at such time to any third party other than one that it controls, is controlled by, or is under common control with (each an "Affiliate"), the Holder shall deliver to the Company a written notice ("Sale Notice"), in accordance with Section 15, stating (i) the Holder's bona fide intention to sell or otherwise transfer the Warrant, any portion thereof or a certain number of Shares (collectively, the "Transfer Interests"), as the case may be, (ii) the name of the proposed purchaser or other transferee (the "Proposed Buyer"), and (iii) the bona fide cash price or other consideration for which the Holder proposes to transfer the Transfer Interests (the "Offered Price"), and the Holder shall offer to sell the Transfer Interests to the Company at the Offered Price. (c) The Company may, at any time within sixty (60) days after receipt by the Company of a Sale Notice, elect to purchase the Transfer Interests by giving written notice to the Holder, in accordance with Section 15, at a purchase price equal to the Offered Price (the "Purchase Price"). If the Offered Price includes consideration other than cash, the cash equivalent value of the non-cash consideration shall be determined by the board of directors of the Company in good faith. (d) Payment of the Purchase Price shall be made in cash (by check) within sixty (60) days after the date of the Company's election to purchase the Transfer Interests. (e) If the Transfer Interests are not purchased by the Company as provided herein, then the Holder may sell or otherwise transfer the Transfer Interests to the Proposed Buyer at the Offered Price or at a higher price, provided that such sale or other transfer (i) is consummated within six (6) months after the date of the Sale Notice, and (ii) is in accordance with all the terms of this Agreement and all other agreements between the Holder and the Company. If the Transfer Interests are not transferred to the Proposed Buyer within such six-month period in accordance with the preceding sentence, a new Sale Notice shall be given to the Company, and the Company shall again be offered a right of first refusal under this Section 11 before the Warrant, any portion thereof or any Shares, as the case may be, may be sold or otherwise transferred.

  • 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.

  • Assignment of Right of First Refusal The Company shall have the right to assign the Right of First Refusal at any time, whether or not there has been an attempted transfer, to one or more persons as may be selected by the Company.

  • Waiver of Right of First Refusal The Company hereby waives any preexisting rights of first refusal applicable to the transactions contemplated hereby.