Common use of DEVELOPMENT CENTRE Clause in Contracts

DEVELOPMENT CENTRE. Subject to the provisions of this Section 11.4, including Purchaser's obligation to sell the development centre, the Purchaser undertakes, during a period of 3 years from the date hereof, to establish and maintain, fully operational with approximately 35 employees, a development centre in Montreal for the purpose of providing the services to Microcell. Microcell acknowledges that the development centre is not currently fully staffed and that it will not have at least 35 employees for some time. The Purchaser hereby grants, during a period of 3 years from the date hereof, to Microcell a right of first refusal on such development centre, whereby if the Purchaser undertakes to dispose directly or indirectly of such development centre to a third party, the Purchaser shall offer to Microcell the right to acquire such development centre, for the same consideration and at the same terms and conditions as the Purchaser otherwise would have received from said third party. Notwithstanding the time period described in the first sentence of this Section 11.4, it is understood between the Parties that Purchaser's undertakings pursuant to this Section 11.4 shall commence on the date Microcell has recruited 35 employees for the Purchaser's activities in Canada.