Right of Second Refusal. (i) In the event that the LLC does not elect to purchase all of the Transfer Securities available pursuant to its rights under Section 12.01(b) within the period set forth therein, the LLC shall promptly give a written notice to the Transferring Member and the Investors (the “Second Notice”) that shall set forth the Transfer Securities subject to a Notice not purchased by the LLC and that shall include the terms of the Notice set forth in Section 12.01(a). Each Investor shall then have the right, exercisable upon written notice to the applicable Transferring Member within ten (10) days after the receipt of the Second Notice, to purchase such Investor’s pro rata share (as determined pursuant to Section 12.01(c)(ii)) of the Transfer Securities subject to the Second Notice on the same material terms (including the price) and conditions as set forth therein.
Right of Second Refusal. (a) Tenant shall have a one time right of refusal on the terms and conditions hereinafter set forth with respect to the vacant Refusal Space (as hereinafter defined). If Landlord receives a bona fide written offer from a prospective tenant, or delivers to a prospective tenant a written offer or proposal (any such offer or proposal being hereinafter referred to as an "Offer"), for a new lease of any of the vacant Refusal Space for a term commencing during the Term of this Lease, and the existing holder of the right of first refusal (the "First Holder") fails to exercise its rights thereto, Landlord shall give notice thereof to Tenant, which notice shall be accompanied by a copy of the Offer. Landlord may not lease the Refusal Space or any portion thereof to any party other than the First Holder without first giving such a notice, which right of second refusal is subordinate to any option or other right of first refusal given to existing tenants in the Building. Each Offer shall include, at a minimum, the location and rentable area of the space to be leased, the commencement date of the term of the proposed lease, the lease term, the tenant improvement allowance and the Rent. Tenant may elect to lease so much of the Refusal Space as is described in such Offer by giving notice of such election to Landlord within five (5) business days following Tenant's receipt of such notice from Landlord. If Tenant fails to give such notice within such five (5) business day period, Landlord may lease the space described in such Offer, on the terms set forth in such Offer (except for minor changes in terms which do not, on reasonable projections, reduce the total of rent and other payments by so much as 5% per annum), to the prospective tenant from whom such Offer was received or to whom such Offer was delivered.
Right of Second Refusal. Subject to the rights of Hawaii Pacific Engineers Inc. to rent the Area (hereafter defined), during the term of this Lease, Landlord shall not rent the area shown in Exhibit "A" attached hereto (the "Area"), containing a rentable area of approximately 706 square feet to any person or entity until Landlord shall have (i) offered (in writing) to rent the Area to Tenant upon the same terms, rent and conditions that Landlord would rent the Area to any other person or entity, and (ii) allowed Tenant seven (7) days after receipt of said offer to accept such offer in writing. If Tenant does not accept Landlord's offer by delivering a written acceptance to Landlord within said seven (7) days period, then Landlord may rent the Area to any other person or entity upon those terms, rent and conditions which were offered to Tenant. Should the terms, rent or conditions of such lease be changed, the Area shall again be offered to Tenant upon the revised terms, rent or conditions and Tenant shall be allowed seven (7) days after receipt of such revised offer within which to accept such revised offer in writing. Notwithstanding any term contained herein to the contrary, Tenant's rights under this Section 42 shall terminate upon the expiration of the term of this Lease.
Right of Second Refusal. (i) In the event that the LLC does not elect to purchase all of the Transfer Securities available pursuant to it under Section 11.01(b) within the period set forth therein, the Transferring Member shall give a written notice to the Preferred Members (the “Second Notice”) that shall set forth the Transfer Securities not purchased by the LLC and that shall include the terms of the Notice set forth in Section 11.01(a). For a period of ten (10) days beginning upon the receipt of the Second Notice, the Preferred Members shall have the right to purchase their pro rata share (as determined pursuant to Section 11.01(c)(ii)) of the Transfer Securities subject to the Second Notice on the same terms (including the price) and conditions as set forth therein.
Right of Second Refusal. (a) In the event that the Company has not exercised its right to purchase all of the Offered Stock or has declined to exercise its right to purchase any of the Offered Stock pursuant to Section 3.4 within the ROFR Exercise Period, the Offering Stockholder shall within five (5) Business Days of the earlier of the ROFR Exercise Notice Date or the end of the ROFR Exercise Period, give written notice (the “Second ROFR Notice”) to the Second ROFR Offeree stating that it has received a Transfer Offer for the Offered Stock (such Offered Stock amount adjusted to reflect the election, if any, by the Company to purchase a portion of the Offered Stock pursuant to Section 3.4). The Second ROFR Notice shall specify:
Right of Second Refusal. Landlord hereby grants to Tenant the right of second refusal to lease the space in the Building shown on Exhibit “A” (“Expansion Space”). The Expansion Space is subject to and subordinate to a first right of refusal of another tenant in the Project. If Landlord receives a bona fide offer to lease the Expansion Space and which Landlord is willing to accept (“Bona Fide Offer”), then Landlord shall deliver a notice setting forth the terms of the Bona Fide Offer to Tenant. Tenant shall then have five (5) days from receipt of the Bona Fide Offer to provide Landlord with written notice that Tenant elects to exercise its right of refusal to lease the Expansion Space described in the Bona Fide Offer on the same terms as set forth in the Bona Fide Offer, including, but not limited to, triple net rent, operating and management expenses, and tenant improvement allowance. Landlord shall give a concurrent notice to the holder of the first right of refusal. If the holder of the first right of refusal elects not to lease the Expansion Space, Landlord and Tenant shall amend this Lease as to the additional square footage to conform it to the economic terms and conditions of the Bona Fide Offer in the event that the right of refusal by Tenant is exercised. If Tenant does not elect to exercise its right of refusal with respect to the space described in the Bona Fide Offer, Tenant’s right of refusal with respect to such space only shall terminate if Landlord does enter into a lease with the proposed tenant within six (6) months of the date the Bona Fide Offer is delivered to Tenant, provided that the lease is on the same terms or similar terms (i.e., the economic terms are not varied by more than ten percent (10%)) as the Bona Fide Offer. If Landlord does not enter into a lease with the proposed tenant within six (6) months after the date the Bona Fide Offer is delivered to Tenant or if the lease which is entered into terminates prior to the expiration of the term of this Lease, Landlord shall provide the right of refusal in accordance with the provisions of this section to Tenant with respect to the space which had been subject to the terminated lease or has not been leased within six (6) months. If Tenant subleases or assigns this Lease or any interest in the Premises without Landlord’s written consent, the right of refusal set forth in this Section 2.7 shall lapse.
Right of Second Refusal. Lessee shall have a right of second refusal on any adjacent space and shall have a right of second refusal to purchase the property.
Right of Second Refusal. For a period of six (6) months commencing on the Closing Date, the Company may not enter into any transaction to sell or otherwise dispose of equity or equity equivalent securities in any private placement (a "Transaction") unless the Company first provides a written notice to each Purchaser describing the terms of such
Right of Second Refusal. If, within twenty (20) days of their receipt of the Offer, the Company fails to deliver written notice to the Optionee and each Investor of its intention to purchase all or any portion of the Offered Shares (the Offered Shares which the Company does not elect to purchase being referred to as the “Refused Shares”), each Investor shall have the absolute right, by delivery of written notice to the Company and each other Investor (as hereinafter provided), to purchase that number of Refused Shares as shall be equal to the number of Refused Shares multiplied by a fraction, the numerator of which shall be the number of shares (calculated on a common-equivalent basis) then owned by such Investor and the denominator of which shall be the aggregate number of shares (calculated on a common-equivalent basis) then owned by all Investors. The amount of Refused Shares that each Investor is entitled to purchase under this Section 15 shall be referred to as its “Pro Rata Fraction.”
Right of Second Refusal. Provided Tenant is not in default and has performed all of its obligations hereunder, Tenant shall for a period of 36 months beginning on the Actual Commencement Date have the Right of Second Refusal to lease additional space on the second floor of the Building as shown on the attached Exhibit B-1. Tenant acknowledges that Landlord has granted a Right of First Refusal to X.X. Xxxxxx Associates, Inc. ("Xxxxxx"), that Tenant's Right of Second Refusal is subject to Xxxxxx'x Right of First Refusal, and that Tenant's Right of Second Refusal expires 36 months following the Actual Commencement Date. Following the expiration of Tenant's Right of Second Refusal, Tenant acknowledges that Bindley Western Industries, Inc. ("Bindley") shall have the Right of Second Refusal to lease this space, that Tenant shall then have a Right of Third Refusal to lease this space, and that Tenant's right of third refusal shall as a result be subject to Xxxxxx'x Right of First Refusal and Bindley's Right of Second Refusal for remaining term of Tenant's lease.
