Right Of First Offer Agreement Sample Contracts

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Transmontaigne Partners Lp – Right of First Offer Agreement (September 15th, 2017)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is dated as of September 12, 2017, and is by and between Pike West Coast Holdings, LLC, a Delaware limited liability company (Pike), and TransMontaigne Partners L.P., a Delaware limited partnership (TLP). Pike and TLP are sometimes referred to individually as a Party and collectively as the Parties.

Transmontaigne Partners Lp – Right of First Offer Agreement (August 9th, 2017)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is dated as of August 4, 2017, and is by and between Pike West Coast Holdings, LLC, a Delaware limited liability company (Pike), and TransMontaigne Partners L.P., a Delaware limited partnership (TLP). Pike and TLP are sometimes referred to individually as a Party and collectively as the Parties.

Nrg Yield Inc. – Second Amended and Restated Right of First Offer Agreement (February 28th, 2017)

THIS SECOND AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENT (this "Agreement") is made and entered into as of the 24th day of February 2017 (the "Effective Date"), by and between NRG ENERGY, INC., a Delaware corporation ("NRG"), and NRG YIELD, INC., a Delaware corporation ("Yield"). NRG and Yield are sometimes referred to herein individually as a "Party" and collectively as the "Parties."

8point3 Energy Partners LP – Second Amendment and Waiver to Right of First Offer Agreement (February 14th, 2017)

This Second Amendment and Waiver to the Right of First Offer Agreement, dated as of February 13, 2017 (this "Waiver Agreement"), is made and entered into by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the "Operating Company"), and SunPower Corporation, a Delaware corporation (the "Sponsor").

Antero Midstream Partners LP – First Amended and Restated Right of First Offer Agreement by and Between Antero Resources Corporation and Antero Midstream Llc Effective as of January 1, 2017 (February 6th, 2017)

This Gas Processing Agreement (this Agreement), dated as of [ ] (the Effective Date), is by and between ANTERO RESOURCES CORPORATION, a Delaware corporation (Producer), and ANTERO MIDSTREAM LLC, a Delaware limited liability company (Processor). Producer and Processor may be referred to herein individually as a Party or collectively as the Parties.

Kingsway Financial Services, Inc. – Right of First Offer Agreement (November 16th, 2016)

THIS RIGHT OF FIRST OFFER AGREEMENT (this "Agreement") is made as of November 16, 2016 by and between GrizzlyRock Institutional Value Partners, LP, a Delaware limited partnership ("Investor"), and Kingsway Financial Services Inc., an Ontario corporation (the "Company").

Kingsway Financial Services, Inc. – Right of First Offer Agreement (November 16th, 2016)

THIS RIGHT OF FIRST OFFER AGREEMENT (this "Agreement") is made as of November 16, 2016 by and between W.H.I. Growth Fund Q.P., L.P., an Illinois limited partnership ("Investor"), and Kingsway Financial Services Inc., an Ontario corporation (the "Company").

Akamai Technologies – Must-Take Premises and Right of First Offer Agreement (November 10th, 2016)

This Must-Take Premises and Right of First Offer Agreement (this "Agreement") is executed as of the 7th day of November, 2016 by and among BOSTON PROPERTIES LIMITED PARTNERSHIP, a Delaware limited partnership having an address of 800 Boylston Street, Suite 1900, Boston, Massachusetts 02199-8103, Attention: Regional General Counsel (hereinafter called "BPLP"), THE TRUSTEES OF TEN CAMBRIDGE CENTER TRUST u/d/t dated March 15, 1988 recorded with the Middlesex South District Registry of Deeds at Book 18921, Page 233, as amended of record (hereinafter called the "10CC Trust") and AKAMAI TECHNOLOGIES, INC., a Delaware corporation having an address of 150 Broadway, Cambridge, MA 02142, Attention: Real Property Administrator (hereinafter called "Akamai").

8point3 Energy Partners LP – First Amendment and Waiver to Right of First Offer Agreement (October 3rd, 2016)

This First Amendment and Waiver to the Right of First Offer Agreement, dated as of September 30, 2016 (this "Waiver Agreement"), is made and entered into by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the "Operating Company"), and SunPower Corporation, a Delaware corporation (the "Sponsor").

8point3 Energy Partners LP – Amendment and Waiver No. 2 to Right of First Offer Agreement (June 29th, 2016)

This Amendment and Waiver No. 2 to the Right of First Offer Agreement, dated as of June 28, 2016 (this "Waiver Agreement"), is made and entered into by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the "Operating Company"), and First Solar, Inc., a Delaware corporation (the "Sponsor").

8point3 Energy Partners LP – Amendment and Waiver to Right of First Offer Agreement (April 1st, 2016)

This Amendment and Waiver to the Right of First Offer Agreement, dated as of March 28, 2016 (this "Waiver Agreement"), is made and entered into by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the "Operating Company"), and First Solar, Inc., a Delaware corporation (the "Sponsor").

8point3 Energy Partners LP – Right of First Offer Agreement (June 30th, 2015)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the 24th day of June, 2015 (the Effective Date), by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the Operating Company) and SunPower Corporation, a Delaware corporation (the Sponsor), each a Party and, collectively, the Parties.

8point3 Energy Partners LP – Right of First Offer Agreement (June 30th, 2015)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the 24th day of June, 2015 (the Effective Date), by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the Operating Company) and First Solar, Inc., a Delaware corporation (the Sponsor), each a Party and, collectively, the Parties.

8point3 Energy Partners LP – Right of First Offer Agreement (April 27th, 2015)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the [ ] day of [ ], 2015 (the Effective Date), by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the Operating Company) and SunPower Corporation, a Delaware corporation (the Sponsor), each a Party and, collectively, the Parties.

8point3 Energy Partners LP – Right of First Offer Agreement (April 27th, 2015)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the [ ] day of [ ], 2015 (the Effective Date), by and between 8point3 Operating Company, LLC, a Delaware limited liability company (the Operating Company) and First Solar, Inc., a Delaware corporation (the Sponsor), each a Party and, collectively, the Parties.

Nrg Yield Inc. – Amended and Restated Right of First Offer Agreement (March 12th, 2015)

THIS AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENT (this "Agreement") is made and entered into as of the 12th day of March 2015, by and between NRG ENERGY, INC., a Delaware corporation ("NRG"), and NRG YIELD, INC., a Delaware corporation ("Yield"). NRG and Yield are sometimes referred to herein individually as a "Party" and collectively as the "Parties."

Right of First Offer Agreement (February 27th, 2015)

THIS RIGHT OF FIRST OFFER AGREEMENT (the Agreement) is made as of the 24th day of February 2015 by and among Benefitfocus, Inc., a Delaware corporation (the Company), Mercer LLC, a Delaware limited liability company (Mercer), GS Capital Partners VI Parallel, L.P., a Delaware limited partnership (GS Parallel), GS Capital Partners VI GmbH & Co. KG, a German limited partnership (GS GmbH), GS Capital Partners VI Fund, L.P., a Delaware limited partnership (GS Main), GS Capital Partners VI Offshore Fund, L.P., a Cayman Islands limited partnership (GS Offshore, and each of GS Parallel, GS GmbH, GS Main and GS Offshore, a GS Fund), Oak Investment Partners XII, Limited Partnership, a Delaware limited partnership (the Oak Fund), and the Key Holders listed on Schedule B.

Abengoa Yield Ltd – Abengoa, S.A. And Abengoa Yield Plc Amended and Restated Right of First Offer Agreement Dated as of December 9, 2014 (December 11th, 2014)

This Amended and Restated Right of First Offer Agreement (this Agreement) is made and entered into as of December 9, 2014 (the Effective Date), by and between:

Antero Midstream Partners LP – RIGHT OF FIRST OFFER AGREEMENT BY AND BETWEEN ANTERO RESOURCES CORPORATION AND ANTERO MIDSTREAM LLC DATED AS OF November 10, 2014 (November 17th, 2014)

This Gas Processing Agreement (this Agreement), dated as of [ ] (the Effective Date), is by and between ANTERO RESOURCES CORPORATION, a Delaware corporation (Producer), and ANTERO MIDSTREAM LLC, a Delaware limited liability company (Processor). Producer and Processor may be referred to herein individually as a Party or collectively as the Parties.

Dominion Midstream Partners, LP – Right of First Offer Agreement (October 20th, 2014)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is entered into effective as of October 20, 2014 (the Effective Date) by and among Dominion Midstream Partners, LP, a Delaware limited partnership (the Partnership), Dominion Midstream GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), Cove Point GP Holding Company, LLC, a Delaware limited liability company (Cove Point Holdings), and Dominion Resources, Inc., a Virginia corporation (the Sponsor). The above-named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties.

JP Energy Partners LP – Right of First Offer Agreement (October 7th, 2014)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is entered into as of October 7, 2014 (the Effective Date) by and among JP Energy Partners LP, a Delaware limited partnership (the Partnership), JP Energy GP II LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), JP Energy Development LP, a Delaware limited partnership (Development), and Republic Midstream Holdings, LLC, a Delaware limited liability company (RMH). The Partnership, the General Partner, Development and RMH may hereafter be individually referred to as a Party or collectively as the Parties.

JP Energy Partners LP – Right of First Offer Agreement (September 9th, 2014)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is entered into as of , 2014 (the Effective Date) by and among JP Energy Partners LP, a Delaware limited partnership (the Partnership), JP Energy GP II LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), JP Energy Development LP, a Delaware limited partnership (Development), and Republic Midstream Holdings, LLC, a Delaware limited liability company (RMH). The Partnership, the General Partner, Development and RMH may hereafter be individually referred to as a Party or collectively as the Parties.

Dominion Midstream Partners, LP – Right of First Offer Agreement (September 4th, 2014)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is entered into effective as of [ ], 2014 (the Effective Date) by and among Dominion Midstream Partners, LP, a Delaware limited partnership (the Partnership), Dominion Midstream GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), Cove Point GP Holding Company, LLC, a Delaware limited liability company (Cove Point Holdings), and Dominion Resources, Inc., a Virginia corporation (the Sponsor). The above-named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties.

Vaccinogen Inc. – Right of First Offer Agreement (August 25th, 2014)

THIS RIGHT OF FIRST OFFER AGREEMENT (this "Agreement"), is made as of the 22nd day of August, 2014, by and between Vaccinogen, Inc., a Maryland corporation (the "Company"), and Intracel Holdings Corporation, a Delaware corporation (the "Investor").

NextEra Energy Partners, LP – Right of First Offer Agreement (July 8th, 2014)

THIS RIGHT OF FIRST OFFER AGREEMENT (this "Agreement") is made and entered into as of the 1st day of July, 2014, by and among NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership ("NEE Partners"), NEXTERA ENERGY OPERATING PARTNERS, LP, a Delaware limited partnership ("NEE Operating LP"), and NEXTERA ENERGY RESOURCES, LLC, a Delaware limited liability company ("NEER"), each a "Party" and, collectively, the "Parties." This Agreement shall become effective immediately prior to the consummation of the initial public offering of NEE Partners' common units on the date first above written (the "Effective Time").

Dominion Midstream Partners, LP – Right of First Offer Agreement (June 23rd, 2014)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is entered into effective as of [ ], 2014 (the Effective Date) by and among Dominion Midstream Partners, LP, a Delaware limited partnership (the Partnership), Dominion Midstream GP, LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), Cove Point GP Holding Company, LLC, a Delaware limited liability company (Cove Point Holdings), and Dominion Resources, Inc., a Virginia corporation (the Sponsor). The above-named entities are sometimes referred to in this Agreement each as a Party and collectively as the Parties.

NextEra Energy Partners, LP – Right of First Offer Agreement (June 12th, 2014)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the day of , 2014, by and among NEXTERA ENERGY PARTNERS, LP, a Delaware limited partnership (NEE Partners), NEXTERA ENERGY OPERATING PARTNERS, LP, a Delaware limited partnership (NEE Operating LP), and NEXTERA ENERGY RESOURCES, LLC, a Delaware limited liability company (NEER), each a Party and, collectively, the Parties. This Agreement shall become effective immediately prior to the consummation of the initial public offering of NEE Partners common units on the date first above written (the Effective Time).

JP Energy Partners LP – Right of First Offer Agreement (May 8th, 2014)

This RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is entered into as of [ * ], 2014 (the Effective Date) by and among JP Energy Partners LP, a Delaware limited partnership (the Partnership), JP Energy GP II LLC, a Delaware limited liability company and the general partner of the Partnership (the General Partner), and JP Energy Development LP, a Delaware limited partnership (Development). The Partnership, the General Partner and Development may hereafter be individually referred to as a Party or collectively as the Parties.

Right of First Offer Agreement (November 25th, 2013)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement), is dated and effective as of November 19, 2013 (the Effective Date), by and between ASHFORD HOSPITALITY TRUST, INC., a Maryland corporation (Ashford Trust), and ASHFORD HOSPITALITY PRIME, INC., a Maryland corporation (Ashford Prime) (Ashford Trust and Ashford Prime are referred to herein as a Party).

Ashford Hospitality Prime, Inc. – Right of First Offer Agreement (November 25th, 2013)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement), is dated and effective as of November 19, 2013 (the Effective Date), by and between ASHFORD HOSPITALITY TRUST, INC., a Maryland corporation (Ashford Trust), and ASHFORD HOSPITALITY PRIME, INC., a Maryland corporation (Ashford Prime) (Ashford Trust and Ashford Prime are referred to herein as a Party).

Form of Right of First Offer Agreement by and Between Antero Resources Corporation and Antero Resources Midstream Llc Dated as Of (September 24th, 2013)

This Right of First Offer Agreement (this Agreement), dated as of [ ] (the Effective Date), is by and between ANTERO RESOURCES CORPORATION, a Delaware corporation (Producer), and ANTERO RESOURCES MIDSTREAM LLC, a Delaware limited liability company (Midstream). Producer and Midstream may be referred to herein individually as a Party or collectively as the Parties.

Nrg Yield Inc. – Right of First Offer Agreement (July 26th, 2013)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the 22nd day of July 2013, by and between NRG ENERGY, INC., a Delaware corporation (NRG), and NRG YIELD, INC., a Delaware corporation (the Yield). NRG and Yield are sometimes referred to herein individually as a Party and collectively as the Parties.

Ashford Hospitality Prime, Inc. – Right of First Offer Agreement (July 24th, 2013)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement), is dated and effective as of [ ], 2013 (the Effective Date), by and between ASHFORD HOSPITALITY TRUST, INC., a Maryland corporation (Ashford Trust), and ASHFORD HOSPITALITY PRIME, INC., a Maryland corporation (Ashford Prime) (each of Ashford Trust and Ashford Prime are referred to herein as a Party).

CNL Healthcare Properties, Inc. – Right of First Offer Agreement (July 16th, 2013)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement), is made as of the 10th day of July, 2013, by and between N.T. BRINKMAN, INC., a Virginia corporation (Offeror), and CHP PARTNERS, LP, a Delaware limited partnership (Offeree).

Nrg Yield Inc. – Right of First Offer Agreement (June 21st, 2013)

THIS RIGHT OF FIRST OFFER AGREEMENT (this Agreement) is made and entered into as of the day of , 2013, by and between NRG ENERGY, INC., a Delaware corporation (NRG), and NRG YIELD, INC., a Delaware corporation (the Yield). NRG and Yield are sometimes referred to herein individually as a Party and collectively as the Parties.