Common use of Right of First Refusal to Purchase Clause in Contracts

Right of First Refusal to Purchase. a) If during the Term of this Agreement, the Company receives a bona fide arm’s length offer to operate, take control of, or purchase the Natural Gas Distribution System within the Municipal Service Area, which the Company is willing to accept, then the Company will promptly give written notice to the Municipality of the terms and conditions of such offer and the Municipality will during the next one hundred and twenty (120) days, have the right of first refusal to operate, take control of or purchase the Natural Gas Distribution System, as the case may be, for the same price and upon the terms and conditions contained in the said offer. Notwithstanding the foregoing, in the event the Municipality fails or refuses to exercise its right of first refusal, the Municipality will retain the right to withhold its consent to an assignment of this Agreement in accordance with paragraph 20 below. For the purposes of this paragraph 12, “operate, take control” will not be construed as including the subcontracting by the Company of only some portions of its operations where the Company continues to be responsible for the performance of this entire Agreement;

Right of First Refusal to Purchase. a) If during the Term of this Agreement, the Company receives a bona fide arm’s length offer to operate, take control of, of the entire Gas Distribution System or purchase the Natural Gas Distribution System within the Municipal Service Area, which the Company is willing to accept, then the Company will shall promptly give written notice to the Municipality of the terms and conditions of such offer and the Municipality will shall during the next one hundred and twenty (120) days, have the right of first refusal to operate, take control of or purchase that part of the Natural Gas Distribution System, as the case may be, for the same price and upon the terms and conditions contained in the said offer. Notwithstanding the foregoing, in the event that the Municipality fails or refuses to exercise its right of first refusal, the Municipality will shall retain the right to withhold its consent to an assignment of this Agreement in accordance with paragraph 20 18 below. For the purposes of this paragraph 1211, “operate, take control” will shall not be construed as including the subcontracting by the Company of only some portions of its operations where the Company continues to be responsible for the performance of this entire Agreement;

Right of First Refusal to Purchase. a) If during the Term of this Agreement, the Company receives a bona fide arm’s length offer to operate, take control of, of the entire Gas Distribution System or purchase the Natural Gas Distribution System within the Municipal Service Area, which the Company is willing to accept, then the Company will shall promptly give written notice to the Municipality of the terms and conditions of such offer and the Municipality will shall during the next one hundred and twenty (120) days, have the right of first refusal to operate, take control of or purchase that part of the Natural Gas Distribution System, as the case may be, for the same price and upon the terms and conditions contained in the said offer. Notwithstanding the foregoing, in the event that the Municipality fails or refuses to exercise its right of first refusal, the Municipality will shall retain the right to withhold its consent to an assignment of this Agreement in accordance with paragraph 20 17 below. For the purposes of this paragraph 1210, “operate, take control” will shall not be construed as including the subcontracting by the Company of only some portions of its operations where the Company continues to be responsible for the performance of this entire Agreement;

Right of First Refusal to Purchase. a) If during the Term of this Agreement, the Company receives a bona fide arm’s length offer to operate, take control of, or purchase the Natural Gas Distribution System within the Municipal Service Area, which the Company is willing to accept, then the Company will promptly give written notice to the Municipality of the terms and conditions of such offer and the offer. The Municipality will during the next one hundred and twenty (120) days, have notify the company as to whether it will exercise the right of first refusal to operate, take control of or purchase the Natural Gas Distribution System, as the case may be, for the same price and upon the terms and conditions contained in the said offer. Notwithstanding the foregoing, in the event the Municipality fails or refuses to exercise its right of first refusal, the Municipality will retain the right to withhold its consent to an assignment of this Agreement in accordance with paragraph 20 below. For the purposes of this paragraph 12, “operate, take control” will not be construed as including the subcontracting by the Company of only some portions of its operations where the Company continues to be responsible for the performance of this entire Agreement;