Notice and Exercise. The Company shall, prior to any proposed issuance by the Company to Sun or its Affiliates of any shares of capital stock or securities representing the right to acquire shares of capital stock (“Rights”) (other than debt securities with no equity feature), offer to the Minority Stockholders by written notice the right, for a period of ten (10) days from the date on which such notice is postmarked, hand delivered or faxed, to purchase for cash at an amount equal to the price or other consideration for which such capital stock or Rights are to be issued, a number of such shares of capital stock or Rights so that, after giving effect to such issuance (and the conversion, exercise and exchange into or for (whether directly or indirectly) shares of capital stock of all Rights), each such Minority Stockholder will continue to maintain his, her or its same percentage equity ownership in the Company represented by the shares of Common Stock owned by each such Minority Stockholder as of the date of such notice.
Notice and Exercise. Provided no Tenant default has occurred and is continuing under this Lease beyond any applicable cure period and Tenant has not assigned this Lease nor sublet all or any portion of the Premises, Tenant is hereby granted the option to extend the Term once for an additional period of three (3) years (the “Extension Term”) commencing upon the expiration of the initial Term on the same terms and conditions as contained in the other provisions of this Lease other than any upfitting allowance (Tenant accepting the Premises in its “as, is” condition but shall have the right to alter the Premises as set forth in Section 5 of this Lease), additional renewal options and as otherwise provided in this Section. This option shall be exercised only by delivery of written notice (the “Renewal Notice”) to Landlord no later than nine (9) months prior to the scheduled Expiration Date referred to in Section 1(f) of this Lease. The Minimum Rental for the Premises shall be the then fair market rental (“Market Rate”) applicable to the Premises, and the Operating Expense Stop shall be adjusted to the extent reflected in the Minimum Rental for the Extension Term. Except as otherwise set forth herein, Tenant’s occupancy of the Premises during the Extension Term shall be subject to all other terms and conditions of this Lease, expressly including without limitation, the obligation to pay its proportionate share of the Tenant Expenses.
Notice and Exercise. Provided no Event of Default has occurred and is ------------------- continuing under this Lease, Tenant is hereby granted the option to extend the Term once for an additional period of five (5) years (the "Extenstion Term") commencing upon the expiration of the initial Term on the same terms and conditions (except as provided in this Section) as contained in the other provisions of this Lease. This option shall be exercised only by delivery of written notice (the "Renewal Notice") to Landlord no later than seven (7) months prior to the scheduled Expiration Date referred to in Paragraph 2 of this Lease. The Minimum Rental for the Premises shall be the greater of: (i) the Minimum Rental during the last Lease Year of the initial Term, or (ii) the then fair market rental ("Market Rate") applicable to the Premises. Upon Landlord's receipt of Tenant's election to extend the Term as herein provided, Landlord shall notify Tenant in writing of Landlord's determination of the Minimum Rental for the Extension Term. If Tenant disagrees with the Minimum Rental specified by Landlord for the Extension Term, and Landlord and Tenant cannot, using good faith reasonable efforts, agree upon a mutually acceptable Minimum Rental for the Extension Term, Tenant may, as Tenant's sole right and remedy, revoke its election to extend the Term by so notifying Landlord in writing within thirty (30) days following Landlord's receipt of the Renewal Notice (the "Tenant Review Period"). In the event Landlord and Tenant cannot agree upon a mutually acceptable Minimum Rental for the Extension Term and Tenant fails to revoke its election to extend the Term prior to the expiration of the Tenant Review Period, the Minimum Rental for the Extension Term shall be determined in accordance with Section 2 hereunder, and such determination shall be final and binding upon both Landlord and Tenant. Notwithstanding anything contained herein to the contrary, upon the expiration of the Tenant Review Period, Tenant shall have no right to rescind or otherwise revoke its election to extend the Term. Tenant's occupancy of the Premises during any renewal period shall be subject to all other terms and conditions of this Lease, expressly including without limitation, the obligation to pay Tenant's proportionate share of the taxes, insurance premiums and common area maintenance costs.
Notice and Exercise. Provided no Event of Default is continuing under this Lease and Tenant has not assigned this Lease nor sublet all or any portion of the Revised Premises, Tenant is hereby granted the option to extend the Term for the Revised Premises once for an additional period of three (3) years (the “Extension Term”) commencing as of December 1, 2006 on the same terms and conditions as contained in the other provisions of this Lease other than any upfitting allowance (Tenant accepting the Revised Premises in its “as, is” condition), additional renewal options and as otherwise provided in this Section. This option shall be exercised only by delivery of written notice (the “Renewal Notice”) to Landlord no later than March 1, 2006. The Minimum Rental for the Revised Premises during the Extension Term shall be the then fair market rental (“Market Rate”) applicable to the Revised Premises. Tenant shall continue to pay its Proportionate Share of Tenant Expenses for the Revised Premises throughout the Extension Term.
Notice and Exercise. The Prospective Selling Stockholders shall furnish a written notice of their intention to pursue a Merger Exit to the Company, which shall promptly furnish such notice to Televisa, or the Company shall furnish a written notice of its or the Board’s intention to pursue a Merger Exit to Televisa (any such notice referenced in this sentence, the “Merger Exit Notice”). The Merger Exit Notice shall provide Televisa the right to elect to:
Notice and Exercise. (a) No later than [***], BioNTech shall notify Genentech that BioNTech has an interest in exercising its Co-Promotion Option [***]. Following receipt of such notice, Genentech shall (i) conduct a sales force sizing analysis for the applicable Co-Promotion Candidate Product [***], and (ii) provide the results of such analysis, as soon as reasonably practicable, but in any event no later than [***] months before the anticipated date of Commercial Readiness, to BioNTech for review and comment along with the percentage of such sales force for which BioNTech may exercise its Co-Promotion Option; provided that, following the first such BioNTech notice to Genentech that specifies countries other than or in addition to the U.S., Genentech shall provide the results of such sales force sizing analysis for any such countries that are European Union countries no later than [***] months before the anticipated date of Commercial Readiness.
Notice and Exercise. The Transferring Shareholder shall give Bingxxx xxx the Other Shareholders written notice of his or her intention to Transfer, and the Other Shareholders, within five Business Days after receiving that notice (the "NOTICE PERIOD"), shall notify the Transferring Shareholder in writing as to their intention with respect to the exercise of this option and, if exercising this option, shall complete the purchase of all such Stock for cash (or in other good funds) within the Notice Period.
Notice and Exercise. 4.3.1. In the event that the Company proposes to undertake an issuance of New Securities, it shall give, each Holder written notice of its intention, describing the type of New Securities, the price and the general terms upon which the Company propose to issue the same. Each such Holder shall have 20 business days from the date of mailing of any such notice to agree to purchase its pro rata share of such New Securities for the price and upon the general terms specified in the notice by giving written notice to the Company and stating therein the quantity of New Securities to be purchased.
Notice and Exercise. Provided no default by Tenant shall have occurred and be continuing under this Lease beyond any applicable cure periods, Tenant is hereby granted the option to extend the Term of this Lease for four (4) consecutive, additional terms of five (5) Years each (each, a “Renewal Term”) on the same terms and conditions (except as provided in this Exhibit) as contained in the other provisions of this Lease. Landlord shall provide Tenant a written reminder notice (“Reminder Notice”) of each upcoming Renewal Term no earlier than twenty-four (24) months prior to the expiration of the initial Lease Term or each Renewal Term, as applicable. Tenant’s renewal option shall be exercised by delivery of written notice (the “Renewal Notice”) to Landlord prior to the later to occur of (i) the date that is six (6) months prior to the scheduled expiration of the initial Term or any Renewal Term, as applicable; or (ii) the date that is six (6) months after Tenant’s receipt of the Reminder Notice.
Notice and Exercise. Intra-Asia hereby acknowledges receipt of that certain Notice of Exercise of even date herewith (the “Notice”) pursuant to which Visconti has elected to fully exercise his rights in connection with the Warrant. Visconti has elected to exercise the Warrant pursuant to its net exercise provision which results the purchase by Visconti of a total of 851,337 shares of Intra-Asia common stock (the “Settlement Shares”). Intra-Asia hereby accepts the notice of exercise and upon execution hereof shall immediately cause its transfer agent to issue the Settlement Shares to Visconti subject to the terms and conditions of Paragraph 2 of this Agreement. The Parties acknowledge and agree that upon delivery of the Settlement Shares to Visconti and the Escrow Agent (as defined below), the Warrant will have been fully exercised and shall terminate, and the parties shall have no further rights or obligations whatsoever in connection therewith.
