Waiver of First Refusal Rights. With respect to the tender of Xxxxxx X. Xxxxxx'x shares under the Shareholder's Agreement dated of even date herewith among Xxxxxx X. Xxxxxx, Parent and Purchaser and to be acknowledged by the Company, the Company and Shareholder waive their respective rights of first refusal as set forth in Section 3 of the Stock Purchase Agreement dated March 28, 1988 among Xxxxxx Xxxxxx, Xxxxxx Xxxxxx, Xxxxxx X. Xxxxxx and the Company.
Waiver of First Refusal Rights. The Company shall cause CTC and OOO CTC-Communications to waive its first refusal rights with respect to the transfer of the CTC Shares from the Purchaser to the Company and agrees to cause CTC and OOO CTC-Communications to execute and deliver a written waiver to such effect.
Waiver of First Refusal Rights. Each of the Company's stockholders shall have waived any and all preemptive rights or rights of first refusal or similar rights to which they may be entitled under the law of Colorado, the Amended and Restated Articles of Incorporation or Bylaws of the Company or any agreement between such stockholders and the Company in connection with the offer, sale and issuance of the Note, the issuance of shares of Common Stock of the Company upon the conversion of the Note, the issuance of warrants upon payment of the Convertible Note and the sale and issuance of Common Stock upon exercise of the Warrants, if any.
Waiver of First Refusal Rights. (a) Each of the Tower Sellers hereby waives any right of first refusal, dissenter’s rights, appraisal rights or similar rights it may have to purchase any Tower Shares from Sellers pursuant to (i) that certain Amended and Restated Stockholders’ Agreement, dated as of October 2, 2012, among Tower, RT Partners, RT Investors and the other Tower Sellers party thereto, or (ii) that certain Security Holders’ Agreement, dated as of August 4, 2005, among Tower, RT Partners, RT Investors and the other Tower Sellers party thereto, and in each case consents to the sale of the Tower Shares by the Tower Sellers to Buyer.
Waiver of First Refusal Rights. Each of the Company, RT Partners, RT Investors and Coyote Technology LLC hereby waives any right of first refusal it may have to purchase any Shares from Sellers pursuant to the Stockholders’ Agreement and consents to the sale of the Shares by Sellers to Buyer. [Signature pages follow]
Waiver of First Refusal Rights. Pursuant to Section 8.4 of the ------------------------------ preferred stock purchase agreements to which the Company is a party dated November 15, 1990, December 27, 1991 and February 24, 1994, respectively (the "Rights Agreements"), by and among the Company and certain investors set forth on Schedules A thereto, each Major Investor (as defined in the Rights Agreements) was granted a right of first refusal with respect to future sales by the Company of its Shares (as defined in the Rights Agreements). In order that the Company may issue the Notes and Warrants, the Company and each of the Lenders, which Lenders together hold at least two-thirds of the Registrable Securities (as defined in the Rights Agreements), pursuant to Sections 9.9 of the respective Rights Agreements, hereby waive the provisions of Section 8.4 of the respective Rights Agreements with respect to the issuance of the Notes, any Equity Securities issuable upon conversion of the Notes, any shares of Common Stock issuable upon conversion of the Equity Securities and the Warrants, and any share of Common Stock issuable upon exercise of the Warrants.
Waiver of First Refusal Rights. Each Seller hereby waives all rights of first refusal that such Seller may have under Section 2.04 of the Regulations of Company.
Waiver of First Refusal Rights. By executing and delivering this Agreement, except to the extent of his or its participation herein, each Investor hereby irrevocably waives his or its rights under Section 3 of the First Refusal Agreement (as amended herein) in respect of having a first option (including written notice thereof) to purchase his or her or its Percentage Entitlement of the Subordinated Notes and Warrants. If the foregoing corresponds with your understanding of our agreement, kindly sign this signature page and the accompanying copies thereof (which have already been signed by the Company) in the appropriate space below and return one counterpart of the same to the Company. This letter shall thereupon become a binding agreement between you and the Company. Very truly yours, FORTE TECHNOLOGIES, INC. By: -------------------------------- Title FOR PURPOSES OF SECTION 10 ONLY: ----------------------------------- Xxxx X. Xxxxxxx FOR PURPOSES OF SECTION 10 ONLY: XXXXXXX FAMILY LIMITED LIABILITY COMPANY By: -------------------------------- Title -18- ACCEPTED and AGREED TO: KOPIN CORPORATION By: -------------------------------- Title
Waiver of First Refusal Rights. Notwithstanding Section 4.1, GMCR will waive its first refusal rights in respect of the Issue of Shares to (a) Van Houtte Inc. on or before February 4, 2003 provided that the aggregate number of Common Stock equivalents owned by Van Houtte Inc. remains equal to or less than the Common Stock equivalents owned by GMCR or (b) a single investor approved by the Board of Directors (an "Approved Investor") in circumstances where the purchase price is equal to or greater than $6.50 per Common Stock Equivalent and it is a condition precedent of the purchase of Shares by such investor that the Shareholders waive their first refusal rights, provided that so long as GMCR owns, prior to such issuance to an Approved Investor, at least one million five hundred thousand (1,500,000) Common Stock Equivalent Shares (as adjusted for stock splits, stock dividends, combinations and the like), GMCR shall not be required to waive such rights in the case of any Issue under clause (b) above:
