First Offer Term Clause Samples

A First Offer Term is a contractual provision that requires a party wishing to sell its interest in an asset or business to first offer it to a specified party, typically a co-owner or partner, before seeking outside buyers. In practice, this means that if one party decides to sell, they must notify the other party and give them the opportunity to purchase the interest on terms that would be offered to third parties. This clause helps ensure that existing stakeholders have the chance to maintain their involvement or control, and it prevents unwanted third parties from entering the arrangement without giving current parties the right of first refusal.
First Offer Term. Tenant shall commence payment of Rent for the First Offer Space, and the term of the First Offer Space (the "First Offer Term") shall commence upon the date set forth in the First Offer Notice (the "First Offer Commencement Date") and shall terminate on the Lease Expiration Date.
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First Offer Term. The term of Tenant’s lease of any First Offer Space (the “First Offer Term”) shall be coterminous with the initial Premises so long as at least three (3) years shall remain in the then Lease Term as of the First Offer Commencement Date. In the event that less than three (3) years shall remain in the then Lease Term as of the “First Offer Commencement Date,” as that term is defined in Section 3.6, below, then the First Offer Term shall be a period equal to the shorter of (a) the Landlord Proposed Lease Term, and (b) the period commencing as of the First Offer Commencement Date and continuing until the expiration date of the next succeeding, unexercised Option Term (notwithstanding that the same has not been exercised by Tenant), provided that if no Option Term remains, the term of Tenant’s lease of the First Offer Space shall be for the Landlord Proposed Lease Term.
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First Offer Term. The term of Tenant's lease of the Designated First Offer Space (the "First Offer Term") shall commence upon the date (the "First Offer Commencement Date") set forth in the First Offer Notice and shall expire coterminously with the remainder of the Premises on the Lease Expiration Date. For a proposed lease of First Offer Space that would have a First Offer Commencement Date during the final three (3) years of the then-existing Lease Term, if Tenant has any remaining Extension Option rights, and Tenant elects to exercise its right to lease First Offer Space as provided in this Exhibit F, then Tenant shall be required to also concurrently irrevocably exercise its right to extend this Lease for an "Option Term" as provided in Exhibit F and in such event the First Offer Term will be coterminous with the Option Term.
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First Offer Term. The term of Tenant's lease of the Designated First Offer Space (the “First Offer Term”) shall commence upon the date (the “First Offer Commencement Date”) set forth in the First Offer Notice and shall either (i) expire on June 30, 2039 if Tenant delivers the First Offer Exercise Notice with at least seven years remaining in the Lease Term, or (ii) if Tenant delivers the First Offer Exercise Notice with less than seven years remaining in the Lease Term, then Tenant shall lease the Designated First Offer Space for the term of seven (7) years and simultaneously with the delivery of the First Offer Exercise Notice, to extend the term of the Lease with respect to the existing Premises by the period of time required to have the Term for the existing Premises terminate upon expiration of such term (for example, if at the time of the First Offer Exercise Notice, there are four (4) years remaining in the Term, then the Term with respect to the Premises would be extended for three (3) years, to be coterminous with the term for the Designated First Offer Space), provided in any case that no election made by Tenant in this Section 14.4 shall affect or limit Tenant’s rights set forth in Section 2.4(b) above.
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First Offer Term. Tenant shall commence payment of Rent for the First Offer Space, and the term of the First Offer Space (the "First Offer Term") shall commence on the date set forth in the First Offer Notice and shall terminate concurrently with Tenant's lease of the Premises; provided, however, the First Offer Term shall not be less than ten (10) years and if less than ten (10) years are remaining in the Lease Term of this Lease, then the Lease Term of this Lease shall be extended to be coterminous with the First Offer Term, and all terms of this Lease will be appropriately adjusted to reflect the change in the Lease Term, with (i) the extension of the then-existing Premises being on all of the same terms and conditions as this Lease (including annual increases in Base Rent of 3.5%), provided that the then-existing Premises will be leased in its "as is" condition for any extended term and no improvement allowance will be paid on account of the existing Premises, (ii) the lease of the First Offer Space on all of the terms and conditions set forth in the First Offer Notice, and (iii) Tenant's rights to the Option Terms pursuant to Section 2.2 will apply to the entire Premises, as expanded to include the First Offer Space.
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Related to First Offer Term

  • Offer Notice (i) The Company shall give written notice (the “Offering Notice”) to the Sponsor stating its bona fide intention to offer the New Equity Securities and specifying the number of New Equity Securities and the material terms and conditions, including the price, pursuant to which the Company proposes to offer the New Equity Securities. (ii) The Offering Notice shall constitute the Company’s offer to sell the New Equity Securities to the Sponsor, which offer shall be irrevocable for a period of three (3) business days (the “ROFO Notice Period”).

  • Subsequent Offerings Subject to applicable securities laws, each Major Investor shall have a right of first refusal to subscribe for its pro rata share of all Equity Securities, as defined below, that the Company may, from time to time, propose to sell and issue after the date of this Agreement, other than the Equity Securities excluded by Section 4.7 hereof. Each Investor’s pro rata share is equal to the ratio of (a) the number of the Company’s Ordinary Shares (including all Ordinary Shares issuable or issued upon conversion of the Shares or upon the exercise of outstanding warrants or options) of which such Investor is deemed to be a holder immediately prior to the issuance of such Equity Securities to (b) the total number of the Company’s outstanding Ordinary Shares (including all Ordinary Shares issued or issuable upon conversion of the Shares or upon the exercise of any outstanding warrants or options) immediately prior to the issuance of the Equity Securities. The term “Equity Securities” shall mean (i) any Ordinary Shares, Preferred Shares or other security of the Company, (ii) any security convertible into or exercisable or exchangeable for, with or without consideration, any Ordinary Shares, Preferred Shares or other equity security (including any option to purchase such a convertible security), (iii) any equity security carrying any warrant or right to subscribe to or purchase any Ordinary Shares, Preferred Shares or other security or (iv) any such warrant or right.

  • Public Offering of the Offered Shares The Representatives hereby advise the Company that the Underwriters intend to offer for sale to the public, initially on the terms set forth in the Registration Statement, the Time of Sale Prospectus and the Prospectus, their respective portions of the Offered Shares as soon after this Agreement has been executed as the Representatives, in their sole judgment, have determined is advisable and practicable.

  • Sale Notice Parent shall provide the Holder with written notice (the “Tag-Along Sale Notice”) not more than sixty (60) nor less than twenty (20) days prior to the proposed date of the Tag-Along Sale (the “Tag-Along Sale Date”). Each Tag-Along Sale Notice shall set forth: (i) the name and address of each proposed transferee or purchaser of shares in the Tag-Along Sale; (ii) the number of shares proposed to be transferred or sold by Parent; (iii) the proposed amount and form of consideration to be paid for such shares and the terms and conditions of payment offered by each proposed transferee or purchaser; (iv) the aggregate number of shares of Common Stock held of record as of the close of business on the day immediately preceding the Tag-Along Notice Date by Parent; (v) the Management Investor’s Allotment assuming the Holder elected to sell the maximum number of shares of Common Stock possible; (vi) confirmation that the proposed purchaser or transferee has been informed of the “Tag-Along Rights” provided for herein and has agreed to purchase shares of Common Stock in accordance with the terms hereof and (vii) the Tag-Along Sale Date.

  • Commencement of the Offer Provided that this Agreement shall not have been terminated in accordance with Article 9, as promptly as practicable after the Agreement Date (but in no event more than ten (10) Business Days after the Agreement Date), Purchaser shall (and Parent shall cause Purchaser to) commence (within the meaning of Rule 14d-2 under the Exchange Act) the Offer.