One-Time Right Sample Clauses

One-Time Right. If Tenant is unable to exercise its Expansion Right during the Exercise Period solely because the Expansion Space is not available to Tenant for expansion of the Premises, or if Landlord fails to deliver possession, in an as is condition, to Tenant of the Expansion Space within six (6) months after scheduled delivery date set forth in Landlord’s notice to Tenant that the Expansion Space is available for lease by Tenant (the “Outside Date”), Tenant shall have the right to terminate this Lease (“One-Time Termination Right”), so long as Tenant delivers to Landlord a written notice (“Termination Notice”) of its intent to exercise its One-Time Termination Right within 30 days after Tenant’s receipt of written notice from Landlord that the Expansion Space is not available or the Outside Date, as applicable. If Tenant elects to exercise the One-Time Termination Right as provided for in this Section 39(a), Tenant may terminate this Lease at any time thereafter upon not less than 30 days prior written notice to Landlord; provided, however, that if this Lease has not previously been terminated by Tenant, this Lease shall terminate on the date that is 270 days after Tenant’s delivery of the Termination Notice to Landlord. The date on which this Lease terminates pursuant to this Section 39(a) is hereinafter referred to as the “One-Time Early Termination Date”. After the One-Time Early Termination Date has been determined, Landlord shall notify Tenant of the amount of the applicable Early Termination Payment (as defined below). Tenant shall pay the applicable Early Termination Payment to Landlord within 10 business days after receipt of notice of such amount from Landlord. If Tenant timely and properly exercises the One-Time Termination Right and pays the applicable Early Termination Payment, Tenant shall vacate the Premises and deliver possession thereof to Landlord in the condition required by the terms of this Lease on or before the One-Time Early Termination Date and Tenant shall have no further obligations under this Lease except for those accruing prior to the One-Time Early Termination Date, including the
Sample 1
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One-Time Right. Notwithstanding any other provision in this Agreement, the Partnership Unitholders shall have the right to sell Registrable Securities in a Demand Offering and no other Parity Holder or any other Person shall have the right to exercise piggyback registration rights in connection therewith or otherwise participate in such Demand Offering: (i) on one occasion in an offering amount of up to $50,000,000 of Registrable Securities and (ii) if, based on the advice of counsel to the Partnership Unitholders, it is necessary to dispose of Partnership Common Units so that their or their Affiliates would not be an “investment company” under the Investment Company Act of 1940, as amended, on the same occasion referenced in clause (i), or on one additional occasion, in an additional offering amount of up to $50,000,000.
Sample 1
One-Time Right. Tenant shall have the right to terminate the Lease (“Termination Right”) as of January 31, 2015 (“Early Termination Date”), upon no less than 12 months written notice to Landlord (“Termination Notice”). If Tenant timely and properly exercises the Termination Right, Tenant shall vacate the Premises and deliver possession thereof to Landlord in the condition required by the terms of this Lease on or before the Early Termination Date and Tenant shall have no further obligations under the Lease with respect to the Premises except for those accruing prior to the Early Termination Date and those which, pursuant to the terms of the Lease, survive the expiration or early termination of the Lease.
Sample 1
One-Time Right. Once Tenant rejects (or fails to timely accept) the Refusal Space set forth in Landlord's Refusal Notice, Tenant shall have no further rights to such Refusal Space under this Article 38, subject to the terms of Sections 38.3 and 38.4. Landlord shall use commercially reasonable efforts to lease the Refusal Space, or any portion thereof, to a Proposed Tenant starting with the highest floors of the Refusal Space first; provided, however, Tenant acknowledges and agrees that Landlord shall not be liable to Tenant, Tenant shall have no claim against Landlord and Landlord shall not be in default under this Lease if a Proposed Tenant chooses to not to lease the Refusal Space starting with the highest floors first, provided Landlord has used such commercially reasonable efforts.
Sample 1
One-Time Right. Tenant’s rights under this Section 2.9 with respect to each Available ROFO Space is a one-time right to be effective only once during the Term, so that after Landlord delivers to Tenant a Landlord’s ROFO Notice for the applicable Available ROFO Space and Tenant elects not to lease the Available ROFO Space, either by express rejection or by failure to timely deliver an acceptance notice to Landlord within the time period required in this Section 2.9, Tenant’s rights hereunder shall immediately and forever terminate as to the Available ROFO Space that was offered to Tenant in such Landlord’s ROFO Notice and, thereafter, Landlord will have no further obligation to offer to Tenant the option to lease any of the previously offered Available ROFO Space
Sample 1
One-Time Right. Notwithstanding anything hereunder to the contrary, the Expansion Option shall be a one-time option for Tenant, such that Landlord shall have no further obligation, and Tenant shall have no further right, under this Article 30 to lease the Expansion Space from and after the occurrence of any of the following: (a) Landlord sends Tenant the Expansion Notice and Tenant fails to timely give the Acceptance Notice, WITH TIME BEING OF THE ESSENCE. DocuSign Envelope ID: 9A9C9B12-A895-460A-B922-02EA96CBF419888 F039-07D3 96C 95C7 5 F6CAE9878F
Sample 1
One-Time Right. Once a Party elects to exercise an Opt-Out Option or a Reduction Option at any of the applicable Key Development Milestones, such election will be irrevocable (except with written permission of the other Party) with respect to the applicable Distinct Product(s) or Joint Development Program, as the case may be, and, with respect to the Reduction Option, such Party will have no right to increase (except pursuant to Section 5.4(e)(ii)), or to cease or to further reduce its funding obligations thereafter (other than, if applicable, by exercising its Development Exit Option or Commercialization Exit Option).
Sample 1
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Related to One-Time Right

  • Pre-Emptive Right Subject to the provisions of Section 4.2 hereof, in the event the Corporation wishes at any time to issue any Shares (except for the granting of options to employees not to exceed 10% of the issued and outstanding shares of the Corporation) it shall offer them for purchase by the Shareholders by notice given to each Shareholder. Such notice shall be given within 10 days of the approval of the Board of Directors of a proposal to issue Shares to raise funds and shall set forth a description of the Shares to be offered, the purchase price and the purchase date which shall be a date not earlier than twenty (20) days after the date of such notice. Upon receipt of such notice, each such Shareholder shall have the right to subscribe for and purchase a number of such Shares determined by multiplying the total number of Share offered by a fraction, the numerator of which shall be the number of Common Shares owned by such Shareholder at the date of such notice and the denominator of which shall be the total number of Conunon Shares outstanding as at the date of such notice. Such right shall be exercised by the Shareholder by giving notice of acceptance to the Corporation within twenty (20) days after the receipt of the notice from the Corporation. In the event that the Shareholder does exercise such right it shall subscribe, purchase and pay for such Shares on the purchase date set forth in the notice of the Corporation. If all the Shareholders do not subscribe for their respective proportions, the unsubscribed Shares shall be used to satisfy the subscriptions of such Shareholders for Shares in excess of their proportion and, ~ 11 ~ if the subscriptions in excess are more than sufficient to exhaust such unsubscribed Shares, the unsubscribed Shares shall be divided pro rata among the Shareholders desiring Shares as nearly as may be in proportion to the number of Common Shares held by them respectively at the date of such notice, but no Shareholder shall be bound to take any such Shares in excess of the amount it desires. It shall be a condition to the issuance of any new shares that the new Shareholder become party to this Agreement or, if agreed by the Board, another shareholder or share restriction agreement approved by the Board. ~ 12 ~

  • Step-In Right If Lyra elects not to continue to Prosecute a given Patent Right within the Licensed Patent Rights or Joint Patent Rights in the Territory pursuant to Section 7.2(a) (In the Territory), then Lyra will give Lian notice thereof within a reasonable period (but not less than [***] days) prior to allowing such Patent Rights to lapse or become abandoned or unenforceable, and Lian will have the right, but not the obligation, to assume the Prosecution of such Patent Rights in such Region, including paying any required fees to maintain such Patent Rights in such Region, all at Lian’s sole expense and through patent counsel or agents of its choice. Upon transfer of Lyra’s responsibility for Prosecuting any of the Patent Rights to Lian under this Section 7.2(b) (Step-In Right), (i) Lyra will promptly deliver to Lian copies of all necessary files related to the Patent Rights with respect to which responsibility has been transferred and will take all actions and execute all documents reasonably necessary for Lian to assume such Prosecution, and (ii) such Patent Right shall no longer extend the Royalty Term pursuant to Section 6.2(b) (Royalty Term).

  • Company Call Right (a) In connection with any Involuntary Transfer by any Non-Pubco Member, the Company or the Managing Member may, in the Managing Member’s sole discretion, elect to purchase from such Member and/or such Transferee(s) in such Involuntary Transfer (each, a “Call Member”) any or all of Units so Transferred (“Call Units”), at any time by delivery of a written notice (a “Call Notice”) to such Call Member. The Call Notice shall set forth the Unit Redemption Price and the proposed closing date of such purchase of such Call Units; provided that such closing date shall occur within ninety (90) days following the date of such Call Notice. At the closing of any such sale, in exchange for the payment by the Company or the Managing Member to such Call Members of the Unit Redemption Price in cash, (i) each Call Member shall deliver its Call Units, duly endorsed, or accompanied by written instruments of transfer in form satisfactory to the Company or the Managing Member, as applicable, duly executed by such Call Member and accompanied by all requisite transfer taxes, if any, (ii) such Call Units shall be free and clear of any Liens and (iii) each Call Member shall so represent and warrant and further represent and warrant that it is the sole beneficial and record owner of such Call Units. Following such closing, any such Call Member shall no longer be entitled to any rights in respect of its Call Units, including any distributions of the Company or Pubco thereupon (other than the payment of the Unit Redemption Price at such closing), and, to the extent any such Call Member does not hold any Units thereafter, shall thereupon cease to be a Member of the Company and, to the extent any such Call Member does not hold any shares of Pubco Common Stock thereafter, shall thereupon cease to be a stockholder of Pubco.

  • Preemptive Right The Company shall not issue, sell or exchange, agree or obligate itself to issue, sell or exchange, or reserve or set aside for issuance, sale or exchange, any (i) shares of Common Stock, (ii) any other equity security of the Company, including without limitation, Preferred Stock, (iii) any debt security of the Company (other than debt with no equity feature) including without limitation, any debt security which by its terms is convertible into or exchangeable for any equity security of the Company, (iv) any security of the Company that is a combination of debt and equity, or (v) any option, warrant or other right to subscribe for, purchase or otherwise acquire any such equity security or any debt security of the Company specified in (i)-(iv) above, unless in each case the Company shall have first offered to sell a portion of such securities (the “Offered Securities”) to each Investor who holds at least 5% of the then outstanding shares of Preferred Stock (each an “Offeree” and collectively, the “Offerees”) as follows: each Offeree shall have the right (but not an obligation) to purchase (x) up to that portion of the Offered Securities as the number of shares of capital stock then held by such Offeree (assuming for such purposes exercise, conversion and exchange of all outstanding options, warrants or convertible securities of the Company exercisable, convertible and/or exchangeable into shares of Common Stock) bears to the total number of the outstanding shares of capital stock of the Company (assuming for such purposes exercise, conversion and exchange of all outstanding options, warrants or convertible securities of the Company exercisable, convertible and/or exchangeable into shares of Common Stock) (the “Basic Amount”), and (y) such additional portion of the Offered Securities as such Offeree shall indicate it will purchase should the other Offerees subscribe for less than their respective Basic Amounts (the “Undersubscription Amount”), at a price and on such other terms as shall have been specified by the Company in writing delivered to such Offeree (the “Offer”), which Offer by its terms shall remain open and irrevocable for a period of thirty (30) days from receipt thereof. The Offer shall disclose the identity of the proposed transferee, the Offered Securities proposed to be sold, and the terms and conditions (including price) of the proposed sale.

  • Pre-emptive Rights (a) Subject to Section 6(b) below, if the Company proposes to issue any shares of Common Stock or any Common Stock Equivalents, in each case after the date of this Agreement, the Company will offer to sell to each Stockholder a number of such securities ("Offered Shares") so that the Ownership Ratio for such holder immediately after the issuance of such securities (and assuming the purchase of such Offered Shares) would be equal to the Ownership Ratio for such holder immediately prior to such issuance of securities. The Company shall give each such holder at least twenty (20) days prior written notice of any proposed issuance, which notice shall disclose in reasonable detail the proposed terms and conditions of such issuance (the "Issuance Notice"). Each such Stockholder will be entitled to purchase such securities at the same price, on the same terms (including, if more than one type of security is issued, the same proportionate mix of such securities), and at the same time as the securities are issued by delivery of irrevocable written notice (the "Election Notice") to the Company of such election within ten (10) days after delivery of the Issuance Notice (the "Preemptive Period"). If any such Stockholder has elected to purchase any Offered Shares, the sale of such shares shall be consummated as soon as practical after the delivery of the Election Notice. To the extent such Stockholders do not elect to, or are not entitled to purchase all of the Offered Shares, then the Company may issue the remaining Offered Shares at a price and on terms no more favorable to the transferee(s) thereof specified in the Issuance Notice during the 120-day period following the Preemptive Period.

  • No Shareholder Rights Until Exercise Except as expressly provided herein, this Warrant does not entitle Holder to any voting rights or other rights as a shareholder of Company prior to the exercise hereof.

  • No Shareholder Rights Before Exercise No person shall have any of the rights of a shareholder of the Company with respect to any Share subject to this Option until the Share actually is issued to him/her upon exercise of this Option.

  • Purchase Right Without prejudice to the enforcement of the Senior Secured Parties remedies, the Senior Secured Parties agree that following (a) the acceleration of all Senior Obligations in accordance with the terms of the Senior Debt Documents or (b) the commencement of an Insolvency Proceeding (each, a “Purchase Event”), within thirty (30) days of the Purchase Event, one or more of the Junior Priority Debt Parties may request, and the Senior Secured Parties hereby offer the Junior Priority Debt Parties the option, to purchase all, but not less than all, of the aggregate amount of outstanding Senior Obligations outstanding at the time of purchase at par, plus any premium that would be applicable upon prepayment of the Senior Obligations and accrued and unpaid interest and fees, without warranty or representation or recourse (except for representations and warranties required to be made by assigning lenders pursuant to the Assignment and Assumption (as such term is defined in the Senior Credit Agreement)). If such right is exercised, the parties shall endeavor to close promptly thereafter but in any event within ten Business Days of the request. If one or more of the Junior Priority Debt Parties exercise such purchase right, it shall be exercised pursuant to documentation mutually acceptable to each of the Senior Representative and the Junior Priority Representative. If none of the Junior Priority Debt Parties exercise such right, the Senior Secured Parties shall have no further obligations pursuant to this Section 5.07 for such Purchase Event and may take any further actions in their sole discretion in accordance with the Senior Debt Documents and this Agreement.

  • Default Not Exceeding 10% of Firm Shares or Option Shares If any Underwriter or Underwriters shall default in its or their obligations to purchase the Firm Shares or the Option Shares, if the Over-allotment Option is exercised hereunder, and if the number of the Firm Shares or Option Shares with respect to which such default relates does not exceed in the aggregate 10% of the number of Firm Shares or Option Shares that all Underwriters have agreed to purchase hereunder, then such Firm Shares or Option Shares to which the default relates shall be purchased by the non-defaulting Underwriters in proportion to their respective commitments hereunder.

  • Company Reacquisition Right In the event that (a) the Awardee’s employment terminates for any reason or no reason, with or without cause, or (b) the Awardee, the Awardee’s legal representative, or other holder of the shares of Common Stock subject to this Award, attempts to sell, exchange, transfer, pledge, or otherwise dispose of any portion of this Award prior to its distribution from the escrow established in accordance with Section 8 of this Agreement, the Company shall automatically reacquire such shares underlying the applicable portion of this Award, and the Awardee shall not be entitled to any payment therefore (the “Company Reacquisition Right”).

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