Common use of Termination of Purchase Right Clause in Contracts

Termination of Purchase Right. The Purchase Right shall terminate upon the earliest to occur of the following (each a “Termination Event”): (i) PIF’s or Lonza’s execution of an investor rights agreement or similar agreement in connection with a Threshold Offer; (ii) PIF and/or Lonza fails to give notice of its desire to exercise the Purchase Right during the Exercise Period for a Qualifying Offer which has its final closing within [***] of the date such notice was received by PIF and Lonza and which is closed on terms that are the same or less favorable to the investors than the terms contained within the notice given by TDTx to PIF and Lonza in accordance with Section 3.1.2(a); (iii) The closing of a firm commitment underwritten public offering of TDTx’s common stock; or (iv) The closing of the sale of all or substantially all of TDTx’s assets to a company publicly traded on one of the Major Recognized Exchanges.

Appears in 2 contracts

Sources: Exclusive License Agreement (Affinia Therapeutics Inc.), Exclusive License Agreement (Affinia Therapeutics Inc.)