Refusal Rights. If Tenant performs all of the terms and conditions of this Lease, Tenant shall have during the initial Term a preferential right to lease the Refusal Space, more particularly described in ITEM 6(A) OF THE BASIC LEASE PROVISIONS, prior to the same being leased to any third party. Prior to leasing any portion of the Refusal Space to a third party, Landlord shall give to Tenant a written bona fide offer for the lease of all or a portion of the Refusal Space that contains the basic lease terms upon which Landlord intends to lease such space ("PROSPECT OFFER"). Tenant shall be deemed to have waived its rights under this ARTICLE 1.02, unless Tenant accepts the Prospect Offer in writing within five (5) days following receipt of the Prospect Offer, and Tenant executes and delivers Landlord's then standard form amendment adding the Refusal Space to the Premises on the terms and conditions of the Prospect Offer within ten (10) days following receipt of such amendment. The rights set forth in this Paragraph shall not be a one-time right to lease the Refusal Space and shall recur with respect to any subsequent offer. Nonetheless, anything to the contrary in this Lease, Tenant acknowledges and agrees that its rights in connection with the Refusal Space to the rights of any other Tenants under their respective leases in effect on the effective date of this Lease. Unless the cost thereof is reflected in the Prospect Offer, all Refusal Space shall be delivered and accepted in an "AS-IS" condition, no lease inducements (such as rent abatement or refurbishment allowances) shall be provided with respect to the Refusal Space, all of the terms and conditions of Landlord's then standard form lease shall apply to the Refusal Space, and the term of the Refusal Space shall be coterminous with the Term of this Lease (as the same may have been extended). The Refusal Space shall constitute a portion of the Premises for all purposes. Rent for the Refusal Space shall be the rental rate set forth in the Prospect Offer, unless the term set forth in the Prospect Offer is not conterminous with the Term of this Lease, in which case the Rent for the Refusal Space shall be the rental rate set forth in the Prospect Offer modified to reflect Landlord's net effective rental rate of return over the different term.
Refusal Rights. The Company may elect to purchase all (but --------------------- not less than all) of the shares of Investor Stock to be transferred upon the same terms and conditions as those set forth in the Sale Notice by delivering a written notice of such election to Purchaser and GTCR within 30 days after the Sale Notice has been given to the Company. If the Company has not elected to purchase all of the Investor Stock to be transferred, GTCR may elect to purchase all (but not less than all) of the Investor Stock to be transferred upon the same terms and conditions as those set forth in the Sale Notice by giving written notice of such election to Purchaser within 60 days after the Sale Notice has been given to GTCR. If neither the Company nor GTCR elect to purchase all of the shares of Investor Stock specified in the Sale Notice, Purchaser may transfer the shares of Investor Stock specified in the Sale Notice at a price and on terms no more favorable to the transferee(s) thereof than specified in the Sale Notice during the 30-day period immediately following the Authorization Date. Any shares of Investor Stock not transferred within such 30-day period will be subject to the provisions of this Section 3C upon subsequent transfer.
Refusal Rights. The rights of a Rights Holder, including without limitation Xxxx Xxxxxx’x rights, under Section 3 may be assigned only to (i) an Affiliate of the Rights Holder or the Rights Holder’s principal; (ii) in the case of Xxxx Xxxxxx, (1) his spouse, his siblings, the siblings of his spouse or any of his lineal ancestors or descendants or (2) a trust for the benefit of Xxxx Xxxxxx, his spouse, his siblings, the siblings of his spouse or any of his lineal ancestors or descendants; (iii) a party who acquires from a Rights Holder (or a Rights Holder’s permitted assigns) at least 4,000,000 shares of Series A Stock, Series A-1 Stock, Series B Stock, Series B-1 Stock, Series B-2 Stock and/or an equivalent number (on an as-converted to Class A Common Stock basis) of shares of Conversion Stock, or (iv) a party who acquires from a Rights Holder (or a Rights Holder’s permitted assigns) at least nine hundred thousand (900,000) shares of Series C Stock and/or an equivalent number (on an as-converted to Class A Common Stock basis) of shares of Conversion Stock. No party may be assigned any of the foregoing rights unless the Company is given written notice by the assigning party at the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned; provided, further, that any such assignee of such rights is not deemed by the Board, in its reasonable judgment, to be a direct competitor of the Company; and provided, further, that any such assignee shall receive such assigned rights subject to all the terms and conditions of this Agreement, including without limitation the provisions of this Section 5 and must execute and deliver a counterpart or addendum to this Agreement manifesting their consent to be bound by the terms of this Agreement prior to any transfer of rights hereunder.
Refusal Rights. The rights of a Rights Holder under Section 3 hereof may be assigned only to a party to the extent that such transferee acquires from the Rights Holder (or the Rights Holder’s permitted assigns) shares of Preferred Stock or shares of Common Stock issued upon conversion thereof; provided, however that no party may be assigned any of the foregoing rights unless (i) the Company is given written notice by the assigning party at the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned, (ii) such transfer of the securities of the Company is made in compliance with the terms and conditions relating to restrictions and conditions of transfer applicable to such securities, and (iii) such assignee executes and delivers to the Company a counterpart signature page to this Agreement in a form reasonably satisfactory to the Company agreeing to be bound by all of the terms and conditions of this Agreement (including without limitation the provisions of this Section 4) as an “Investor” hereunder.
Refusal Rights. (a) If Landlord intends during the term of this Lease to lease all or any portion of the Refusal Space (as hereinafter defined), and if Tenant is not then in material default (beyond any applicable cure periods) under this Lease (for which purpose, without limitation, any event of default under Section 18.1 hereof shall be considered "material"), Landlord shall --------------------------- *CONFIDENTIAL TREATMENT REQUESTED 18 first give written notice of such intention to Tenant, specifying the material terms on which Landlord proposes to lease the Refusal Space or portion thereof (the "Offered Space"), and shall offer to Tenant the opportunity to lease the Offered Space on the terms specified in Landlord's notice. Tenant shall have seven (7) business days after the date of Xxxxxx's receipt of such notice from Landlord in which to accept such offer by written notice to Landlord. Upon such acceptance by Tenant, the Offered Space shall be leased to Tenant on the terms set forth in Landlord's notice and on the additional terms and provisions set forth herein (except to the extent inconsistent with the terms set forth in Landlord's said notice), and the parties shall promptly execute an amendment to this Lease adding the Offered Space to the premises covered by this Lease and making any appropriate amendments to provisions of this Lease to reflect different rent and other obligations applicable to the Offered Space under the terms of Landlord's said notice. If Xxxxxx does not accept Xxxxxxxx's offer within the allotted time, Landlord shall thereafter have the right to lease the Offered Space to a third party, at any time within [...*...] days after Tenant's failure to accept Landlord's offer, at a minimum rental and on other terms and conditions not more favorable to the lessee than the minimum rental and other terms offered to Tenant in said Landlord's notice. If Xxxxxx does not accept Xxxxxxxx's offer and Landlord does not lease the Offered Space to a third party within [...*...] days, Xxxxxx's refusal right under this Section 7.1 shall reattach to that space.
Refusal Rights. (a) During the term of this Agreement, Drinks shall have the right to accept or decline the introduction, entry or re-entry into the Exclusive Territory of any new item, product, product line extension or other Beverages of WBI, excepting those specific Products set forth on Schedule “A”.
Refusal Rights. No Shares may be transferred pursuant to this Section -------------- 4 prior to the first to occur of (i) the Initial Public Offering (subject to the provisions of the Registration Agreement) or (ii) December 13, 1998.
Refusal Rights. The rights of first refusal of a Rights Holder under Section 3 hereof may be assigned only to a party who acquires from a Holder at least 45,000 shares of Preferred Stock, Conversion Stock, Common Stock, or any combination thereof; PROVIDED HOWEVER that no party may be assigned any of the foregoing rights unless the Company is given written notice by the assigning party at the time of such assignment stating the name and address of the assignee and identifying the securities of the Company as to which the rights in question are being assigned; and PROVIDED FURTHER that any such assignee shall receive such assigned rights subject to all the terms and conditions of this Agreement, including without limitation the provisions of this Section 4, by agreeing in writing to be bound by the terms hereof.
Refusal Rights. Members of the bargaining unit shall have the right of first refusal for all overtime opportunities determined by the Department to be necessary, based upon equal qualification for the open position.
Refusal Rights. 6 5.1 Right of First Refusal ..................................... 6 5.2
