Common use of Notice; Exercise Clause in Contracts

Notice; Exercise. Any ▇▇ ▇▇▇▇▇▇ proposing to make a Proposed MJ Disposition (or series of Planned MJ Dispositions) must deliver to the Company a written notice setting forth the terms and conditions of such Proposed MJ Disposition(s) (a “Proposed Disposition Notice”) not later than five (5) Business Days prior to the proposed consummation of such Proposed MJ Disposition or first Planned MJ Disposition in any such series. Such Proposed Disposition Notice shall contain the material terms and conditions (including the number of Transfer Shares, and, if not planned to be consummated on the open market, the price per Transfer Share and form of consideration) of the Proposed MJ Disposition(s) and the identity (if known) of the Person or Persons to whom such ▇▇ ▇▇▇▇▇▇ proposes to make such Proposed MJ Disposition(s), and shall contain the wire instructions for payment of the purchase price by the Company to the MJ Holders in the event the Company exercises the Right of First Refusal. To exercise its Right of First Refusal under this Section 6.2, within five (5) Business Days after delivery of the Proposed Disposition Notice (the “Exercise Period”), the Company must deliver a written notice from the Company notifying any ▇▇ ▇▇▇▇▇▇ proposing to make a Proposed MJ Disposition that the Company intends to exercise its Right of First Refusal as to some or all of the Transfer Shares with respect to the Proposed MJ Disposition(s) (the “Exercise Notice”). The Exercise Notice shall set forth the number of Transfer Shares that the Company will acquire and the ROFR Price to be paid for such Transfer Shares. If the Company (i) does not deliver an Exercise Notice within the Exercise Period or has otherwise delivered a written notice to the ▇▇ ▇▇▇▇▇▇ stating that the Company will not exercise its Right of First Refusal with respect to some or all of the Transfer Shares, or (ii) the Exercise Notice delivered by the Company provides for the exercise of the Right of First Refusal with respect to only a portion of the Transfer Shares, then the ▇▇ ▇▇▇▇▇▇ may Dispose of any of the Transfer Shares that are not subject to the Exercise Notice within thirty (30) days beginning on the date immediately following the expiration of the Exercise Period or, if longer, the time period set for such series of Planned MJ Dispositions in the Proposed Disposition Notice, which period shall not exceed ninety (90) days (the “Transfer Period”) at a price not less than the ROFR Price, other than in the case of any Planned MJ Dispositions, which may be made on the open market at the applicable market price on any Disposition during the Transfer Period, and otherwise on terms and conditions not more favorable than those set forth in the Proposed Disposition Notice (if any). If the ▇▇ ▇▇▇▇▇▇

Notice; Exercise. Any ▇▇ ▇▇▇▇▇▇ proposing Following receipt of an Availability Notice, Tenant shall give to make a Proposed MJ Disposition (or series of Planned MJ Dispositions) must deliver to the Company a Landlord binding written notice setting forth of Tenant’s exercise of its option to so lease the terms and conditions of such Proposed MJ Disposition(sAvailable ROFO Space within fifteen (15) (a “Proposed Disposition Notice”) not later than five (5) Business Days prior to business days after the proposed consummation of such Proposed MJ Disposition or first Planned MJ Disposition in any such series. Such Proposed Disposition Notice shall contain the material terms and conditions (including the number of Transfer Shares, and, if not planned to be consummated on the open market, the price per Transfer Share and form of consideration) Tenant’s receipt of the Proposed MJ Disposition(s) and the identity (if known) of the Person or Persons to whom such ▇▇ ▇▇▇▇▇▇ proposes to make such Proposed MJ Disposition(s), and shall contain the wire instructions for payment of the purchase price by the Company to the MJ Holders in the event the Company exercises the Right of First Refusal. To exercise its Right of First Refusal under this Section 6.2, within five (5) Business Days after delivery of the Proposed Disposition Availability Notice (the an “Exercise Period”), the Company must deliver a written notice from the Company notifying any ▇▇ ▇▇▇▇▇▇ proposing to make a Proposed MJ Disposition that the Company intends to exercise its Right of First Refusal as to some or all of the Transfer Shares with respect to the Proposed MJ Disposition(s) (the “Exercise Acceptance Notice”). The Exercise Notice parties shall set forth work in good faith to agree on the number of Transfer Shares that the Company will acquire and the ROFR Price to be paid Prevailing Market Rent for such Transfer Shares. If the Company (i) does not deliver an Exercise Notice within the Exercise Period or has otherwise delivered a written notice to the ▇▇ ▇▇▇▇▇▇ stating that the Company will not exercise its Right of First Refusal with respect to some or all of the Transfer Shares, or (ii) the Exercise Notice delivered by the Company provides for the exercise of the Right of First Refusal with respect to only a portion of the Transfer Shares, then the ▇▇ ▇▇▇▇▇▇ may Dispose of any of the Transfer Shares that are not subject to the Exercise Notice within thirty (30) days beginning on the date immediately following the expiration of the Exercise Period or, if longer, the time period set for such series of Planned MJ Dispositions in the Proposed Disposition Notice, which period shall not exceed ninety (90) days (the “Transfer Period”) at a price not less than the ROFR Price, other than in the case of any Planned MJ Dispositions, which may be made on the open market at the applicable market price on any Disposition during the Transfer Period, and otherwise on terms and conditions not more favorable than those set forth in the Proposed Disposition Notice (if any). If the ▇▇ after ▇▇▇▇▇▇’s exercise of its option hereunder, failing which the parties shall proceed to the Baseball Arbitration Method to determine the Prevailing Market Rent (as defined in Section 27.2) for the Available ROFO Space in accordance with the same terms and procedure set forth in Section 27.2 with respect to the determination of the Prevailing Market Rent for the Extension Period. If Tenant shall fail to exercise its option to lease the Available ROFO Space within said fifteen (15) business days after the date on which Landlord’s Offer is so given by Landlord, then Landlord shall be free to offer to lease and to lease such Available ROFO Space to others and Tenant’s right to lease the offered Available ROFO Space shall be void and of no force or effect, provided that, notwithstanding the foregoing, if (x) the Available ROFO Space is not leased to a third party by the date that is six (6) months after the date on which Tenant failed to exercise its ROFO with respect to such Available ROFO Space (unless Landlord is then actively negotiating with a third party for the lease of such Available ROFO Space, in which event such six-month period shall be extended during the pendency of such negotiations, or (y) Landlord elects to change the size or configuration of the Available ROFO Space, then, in either case, Landlord shall provide Tenant with another Availability Notice and an opportunity to lease such Available ROFO Space (or multiple Available ROFO Spaces, as the case may be) pursuant to this Article XXIX.