Tenant Purchase Rights Sample Clauses

Tenant Purchase Rights. Buyer acknowledges and understands that its rights to purchase and hold title to the Property hereunder are subject to (a) the continuing rights of MCI Telecommunications Corporation ("MCI") and MCI International ("MCI International") to acquire certain portions of the Property pursuant to the terms of their respective Leases at the Property, and (b) New York Telephone's continuing right to acquire a portion of Phase III pursuant to the terms of its lease at the Property. Sellers represent to Buyer that they have previously delivered the right of first refusal notices required by the terms of the MCI Lease. Buyer acknowledges that it has reviewed the terms of the MCI International Lease, has determined that the transaction contemplated by this Agreement is not subject to the purchase right contained therein and agrees not to raise an objection to title on account of such purchase right. If MCI shall exercise its right to purchase any portion of the Property, then thereafter neither Buyer nor Sellers shall have any further rights or obligations hereunder (except for those matters which expressly survive the termination hereof) and the Deposit immediately will be returned to Buyer. As a condition precedent to Buyer's obligation to close on the Closing Date, REP II shall deliver to Buyer and to Buyer's title insurance companies copies of the notices which REP II caused to be delivered to MCI pursuant to MCI's right of first refusal, which copies shall be certified as true and correct by the general partners of REP II, which certification shall include the date such notices were sent by REP II and the method(s) of delivery thereof and that to the best of REP II's knowledge such notices substantially comply with the right of first refusal notice requirements of the MCI lease. It shall be a condition of Closing that Buyer's Title Insurance Company agree to omit or issue affirmative insurance that the instant transaction is not subject to the MCI right of first refusal, provided however that in no event shall any Seller pay any additional premium for such omission or affirmative insurance. In lieu of the Sellers' compliance with the preceding two sentences, Sellers may deliver to Buyer a written notice from MCI stating to the effect that MCI has received notice of the instant transaction and is not exercising MCI's right of first refusal in connection therewith, whereupon the provisions of the preceding two sentences shall be deemed satisfied and Buyer shall rais...
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Tenant Purchase Rights. Except as otherwise set forth on Schedule 4(c), no tenant of the Premises has purchase rights or rights of first refusal to purchase the Premises.
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Tenant Purchase Rights. Exhibit "Tenant Purchase Rights" sets forth the purchase rights of three (3) Tenants as more particularly described in Exhibit "Tenant Purchase Rights", a right of first option held by Giant of Maryland, Inc. ("Giant") with respect to the Cranberry Square Project (the "Giant Purchase Right"), an option to purchase held by the United States of America with respect to the One National Business Park Project (the "USA Purchase Right"), and a right of first refusal held by Green Spring Health Services, Inc. with respect to the Woodlands I Project (the "Green Spring Purchase Right").
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Tenant Purchase Rights. AP Quality Drive LLC, a Delaware limited liability company (“AP Quality Drive”) is the Seller Entity with respect to the Property described on PROPERTY EXHIBIT 4 attached hereto (the “Quality Drive Property”). Cummins Inc. (“Cummins”) is a Tenant of the Quality Drive Property pursuant to the terms of an Existing Lease between AP Quality Drive and Cummins (the “Cummins Lease”). Pursuant to Section 41 of the Cummins Lease, Cummins holds a right of first refusal to purchase the Quality Drive Property on the terms set forth in the Cummins Lease (the “Cummins ROFR”). AP Quality Drive has provided the notice to Cummins provided for under the Cummins ROFR. Purchaser’s obligation to purchase the Quality Drive Property pursuant to the terms of this Agreement is conditioned on Cummins electing not to purchase the Quality Drive Property pursuant to the Cummins ROFR. In the event that Cummins elects to purchase the Quality Drive Property pursuant to the Cummins ROFR, then AP Quality Drive may terminate this Agreement as to the Quality Drive Property by giving written notice of such event to Purchaser, in which event the Purchase Price shall be reduced by the Allocated Purchase Price for the Quality Drive Property and the Quality Drive Property shall for all purposes be deemed to have been removed from this Agreement.
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Tenant Purchase Rights. Section 2.07(f) of the Welltower Disclosure Letter lists each Facility with respect to which a Space Lease applicable thereto provides the Space Tenant that is a party thereto the right to purchase such Facility (or an interest therein), either pursuant to a right of first offer, right of first refusal, or other form of purchase option, as a result of certain transfers to be effected by the Transaction (the “Space Tenant Purchase Rights”). Any such Facility shall not be (i) contributed to any of the Welltower Subsidiaries on or before the Escrow Date, (ii) included in the Transaction, or (iii) considered one of the Facilities for purposes of this Agreement, unless, on or before the Escrow Date and in accordance with the applicable Space Lease, the Space Tenant that is a party to the Space Lease for such Facility provides to a Welltower Entity such tenant’s written waiver (or its waiver is deemed given) of such rights with respect to the transfer at issue. Notwithstanding the foregoing, Welltower may include any such Leased Facility so excluded in a Subsequent Closing, so long as such waiver is obtained (or deemed obtained) on or before the date that is ten (10) Business Days prior to such Subsequent Closing.
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Tenant Purchase Rights 
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Related to Tenant Purchase Rights

  • Purchase Rights In addition to any adjustments pursuant to Section 2 above, if at any time on or after the Subscription Date and on or prior to the Expiration Date the Company grants, issues or sells any Options, Convertible Securities or rights to purchase stock, warrants, securities or other property pro rata to the record holders of any class of Common Stock (the “Purchase Rights”), then the Holder will be entitled to acquire, upon the terms applicable to such Purchase Rights, the aggregate Purchase Rights which the Holder could have acquired if the Holder had held the number of shares of Common Stock acquirable upon complete exercise of this Warrant (without regard to any limitations or restrictions on exercise of this Warrant, including without limitation, the Maximum Percentage) immediately before the date on which a record is taken for the grant, issuance or sale of such Purchase Rights, or, if no such record is taken, the date as of which the record holders of Common Stock are to be determined for the grant, issuance or sale of such Purchase Rights (provided, however, that to the extent that the Holder’s right to participate in any such Purchase Right would result in the Holder and the other Attribution Parties exceeding the Maximum Percentage, then the Holder shall not be entitled to participate in such Purchase Right to such extent (and shall not be entitled to beneficial ownership of such Common Stock as a result of such Purchase Right (and beneficial ownership) to such extent) and such Purchase Right to such extent shall be held in abeyance for the benefit of the Holder until such time or times as its right thereto would not result in the Holder and the other Attribution Parties exceeding the Maximum Percentage, at which time or times the Holder shall be granted such right (and any Purchase Right granted, issued or sold on such initial Purchase Right or on any subsequent Purchase Right to be held similarly in abeyance) to the same extent as if there had been no such limitation).

  • 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.

  • Exercise of the Purchase Rights The purchase rights set forth in this Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above, by tendering to the Company at its principal office a notice of exercise in the form attached hereto as Exhibit I (the "Notice of Exercise"), duly completed and executed. Promptly upon receipt of the Notice of Exercise and the payment of the purchase price in accordance with the terms set forth below, and in no event later than twenty-one (21) days thereafter, the Company shall issue to the Warrantholder a certificate for the number of shares of Preferred Stock purchased and shall execute the acknowledgment of exercise in the form attached hereto as Exhibit II (the "Acknowledgment of Exercise") indicating the number of shares which remain subject to future purchases, if any. The Exercise Price may be paid at the Warrantholder's election either (i) by cash or check, or (ii) by surrender of Warrants ("Net Issuance") as determined below. If the Warrantholder elects the Net Issuance method, the Company will issue Preferred Stock in accordance with the following formula: X = Y(A-B) ------ A Where: X = the number of shares of Preferred Stock to be issued to the Warrantholder. Y = the number of shares of Preferred Stock requested to be exercised under this Warrant Agreement. A = the fair market value of one (1) share of Preferred Stock.

  • Repurchase Rights ALL OPTION SHARES ACQUIRED UPON THE EXERCISE OF THIS OPTION SHALL BE SUBJECT TO CERTAIN RIGHTS OF THE CORPORATION AND ITS ASSIGNS TO REPURCHASE THOSE SHARES IN ACCORDANCE WITH THE TERMS SPECIFIED IN THE PURCHASE AGREEMENT.

  • Preferential Purchase Rights Within five days of the date of this Agreement, Seller shall notify all Persons who hold Preferential Purchase Rights relating to any Acquired Assets, such Preferential Purchase Rights and Acquired Assets being listed on Schedule 5.10, offering to allow such Persons to exercise their Preferential Purchase Right as to the Acquired Assets subject to such Preferential Purchase Rights, for the price set forth on Schedule 5.10. If such Person elects to exercise a Preferential Purchase Right, the Acquired Assets subject to such Preferred Purchase Rights shall be deemed to have suffered a Total Loss pursuant to Section 2.5(c). If any such Person elects to exercise a Preferential Purchase Right for such Acquired Assets, and this Agreement is not terminated in accordance with Section 12.1 hereof, then the Acquired Assets subject to such Preferential Purchase Right shall not be included in the Acquired Assets assigned and conveyed at Closing, and the Purchase Price paid at Closing shall be adjusted as set forth in Section 2.7. If the Person holding a Preferential Purchase Right for an Acquired Asset does not elect to exercise such Preferential Purchase Right, then the Acquired Assets subject to such Preferential Purchase Right shall be included within the Acquired Assets, and the Purchase Price shall not be so adjusted.

  • Exercise of the Repurchase Right The Repurchase Right shall be exercisable by written notice delivered to each Owner of the Unvested Shares prior to the expiration of the ninety (90)-day exercise period. The notice shall indicate the number of Unvested Shares to be repurchased and the date on which the repurchase is to be effected, such date to be not more than thirty (30) days after the date of such notice. The certificates representing the Unvested Shares to be repurchased shall be delivered to the Corporation on or before the close of business on the date specified for the repurchase. Concurrently with the receipt of such stock certificates, the Corporation shall pay to Owner, in cash or cash equivalent (including the cancellation of any purchase-money indebtedness), an amount equal to the Purchase Price previously paid for the Unvested Shares to be repurchased from Owner.

  • Exercise of Repurchase Right Any Repurchase Right under Paragraphs 15(a) or 15(b) shall be exercised by giving notice of exercise as provided herein to Optionee or the estate of Optionee, as applicable. Such right shall be exercised, and the repurchase price thereunder shall be paid, by the Company within a ninety (90) day period beginning on the date of notice to the Company of the occurrence of such Repurchase Event (except in the case of termination or cessation of services as director, where such option period shall begin upon the occurrence of the Repurchase Event). Such repurchase price shall be payable only in the form of cash (including a check drafted on immediately available funds) or cancellation of purchase money indebtedness of the Optionee for the Shares. If the Company can not purchase all such Shares because it is unable to meet the financial tests set forth in the Nevada corporation law, the Company shall have the right to purchase as many Shares as it is permitted to purchase under such sections. Any Shares not purchased by the Company hereunder shall no longer be subject to the provisions of this Section 15.

  • No Preemptive Rights, Registration Rights or Options Except as described in the Disclosure Package and the Prospectus, there are no (i) preemptive rights or other rights to subscribe for or to purchase, nor any restriction upon the voting or transfer of, any equity interests in the Partnership Entities or (ii) outstanding options or warrants to purchase any securities of the Partnership Entities. Neither the filing of the Registration Statement nor the offering or sale of the Units as contemplated by this Agreement gives rise to any rights for or relating to the registration of any Common Units or other securities of the Partnership.

  • Option Granted In consideration of the payment of RMB10 by Party A, the receipt and adequacy of which is hereby acknowledged by Party B, Party B hereby irrevocably grants Party A an irrevocable and exclusive right to purchase, or designate one or more persons (each, a “Designee”) to purchase the equity interests in Party C then held by Party B once or at multiple times at any time in part or in whole at Party A’s sole and absolute discretion to the extent permitted by Chinese laws and at the price described in Section 1.3 herein (such right being the “Equity Interest Purchase Option”). Except for Party A and the Designee(s), no other person shall be entitled to the Equity Interest Purchase Option or other rights with respect to the equity interests of Party B. Party C hereby agrees to the grant by Party B of the Equity Interest Purchase Option to Party A. The term “person” as used herein shall refer to individuals, corporations, partnerships, partners, enterprises, trusts or non-corporate organizations.

  • First Refusal Rights The Company may elect to purchase all (but -------------------- not less than all) of the shares of Executive 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 Executive and the Investors within 10 days after the Sale Notice has been delivered to the Company. If the Company has not elected to purchase all of the Executive Stock to be transferred, the Investors may elect to purchase all (but not less than all) of the Executive Stock to be transferred upon the same terms and conditions as those set forth in the Sale Notice by delivering written notice of such election to Executive within 10 days after the Sale Notice has been given to the Investors. If more than one Investor elects to purchase the Executive Stock, the shares of Executive Stock to be sold shall be allocated among the Investors pro rata according to the number of shares of Common Stock owned by each Investor on a fully-diluted basis. If neither the Company nor the Investors elect to purchase all of the shares of Executive Stock specified in the Sale Notice, Executive may transfer the shares of Executive 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 60-day period immediately following the Authorization Date. Any shares of Executive Stock not transferred within such 60-day period shall be subject to the provisions of this paragraph 4(c) upon subsequent transfer. If the Company or any of the Investors have elected to purchase shares of Executive Stock hereunder, the transfer of such shares shall be consummated as soon as practical after the delivery of the election notice(s) to Executive, but in any event within 15 days after the expiration of the Election Period. The Company may pay the purchase price for such shares by offsetting amounts outstanding under the Executive Note issued to the Company hereunder and any other bona fide debts owed by Executive to the Company.

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