ARTICLE I DEFINITIONSRight of First Offer Agreement • February 7th, 2008 • Harbinger Capital Partners Master Fund I, Ltd. • Communications services, nec • New York
SECOND AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENT BY AND BETWEEN ANTERO RESOURCES CORPORATION AND ANTERO MIDSTREAM LLC DATED AS OF FEBRUARY 13, 2018Right of First Offer Agreement • April 25th, 2018 • Antero Midstream Partners LP • Natural gas transmission • Colorado
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.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • June 30th, 2015 • 8point3 Energy Partners LP • Electric services
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.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • October 20th, 2014 • Dominion Midstream Partners, LP • Natural gas transmission
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.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • November 25th, 2013 • Ashford Hospitality Trust Inc • Real estate investment trusts • Texas
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”).
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • June 18th, 2021 • Delaware
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”).
Abengoa Yield plc Right of First Offer AgreementRight of First Offer Agreement • July 29th, 2020 • New York
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • October 4th, 2019 • Stifel Financial Corp • Security brokers, dealers & flotation companies • Delaware
This RIGHT OF FIRST OFFER AGREEMENT, dated as of August 30, 2019 (this “Agreement”), is by and between Stifel Venture Corp., a Missouri corporation (“Stockholder”), and Investcorp BDC Holdings Limited, a company organized under the laws of the Cayman Islands (“Buyer”).
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • July 26th, 2013 • NRG Yield, Inc. • Electric services • Delaware
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.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • October 7th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals
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.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • November 16th, 2016 • Kingsway Financial Services Inc • Fire, marine & casualty insurance • Illinois
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”).
AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • March 12th, 2015 • NRG Yield, Inc. • Electric services • Delaware
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 AGREEMENTRight of First Offer Agreement • December 5th, 2005 • Itec Environmental Group Inc • Hazardous waste management • California
THIS RIGHT OF FIRST OFFER AGREEMENT (“Agreement”) is made as of November ___, 2005, by and among ITEC ENVIRONMENTAL GROUP, INC., a Delaware corporation (“ITEC”) and TIGER PAW CAPITAL CORP., incorporated in Canada (“Tiger Paw”).
SECOND AMENDMENT TO RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • March 23rd, 2022 • Aclarion, Inc. • Services-medical laboratories
This SECOND AMENDMENT TO RIGHT OF FIRST OFFER AGREEMENT (the “Amendment”) is dated and effective as of February 28, 2020 (the “Amendment Date”), by and between NOCIMED, INC., a Delaware corporation with its principal place of business at 951 Mariners Island Blvd., Suite 300, San Mateo, CA 94404 (the “Company”), and NUVASIVE, INC., a Delaware corporation with its principal place of business at 7475 Lusk Boulevard, San Diego, CA 92121 (“NuVasive”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the ROFO Agreement (as defined below).
FORM OF RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • June 18th, 2013 • City Ventures, Inc. • Operative builders • New York
This Right of First Offer Agreement (this “Agreement”) is made as of , 2013, by and between CV LandCo, LLC, a Delaware limited liability company (together with each of its subsidiaries that owns Property (defined below) and executed a Joinder Agreement, the “Owner”), and City Ventures, Inc., a Delaware corporation (together with its subsidiaries, the “Developer”).
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • August 9th, 2017 • TransMontaigne Partners L.P. • Pipe lines (no natural gas) • New York
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.”
AMENDMENT AND WAIVER NO. 2 TO RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • June 29th, 2016 • 8point3 Energy Partners LP • Electric services
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”).
FORM OF RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • September 7th, 2007 • NRDC Acquisition Corp. • Blank checks • New York
THIS RIGHT OF FIRST OFFER AGREEMENT (the “Agreement”) is made as of [•], 2007 by and among NRDC Acquisition Corp. (the “Company”), NRDC Capital Management, LLC, NRDC Real Estate Advisors, LLC, NRDC Equity Partners LLC (the preceding three entities, the “Associated Entities”), William Mack, Robert Baker, Richard Baker and Lee Neibart (the “Associated Persons” and, together with the Associated Entities, the “Associated Parties”) and each of the Independent Directors (as defined below) of the Company.
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • January 13th, 2011 • Adecoagro S.A. • Agricultural prod-livestock & animal specialties
INTERNATIONAL FARMLAND HOLDINGS LLC, a limited liability company organized under the laws of the State of Delaware, with its principal place of business in the city of New York, New York, U.S.A., at 888 Seventh Avenue (“IFH LLC”) and ADECO BRASIL PARTICIPAÇÕES LTDA., a limited liability company organized under the laws of Brazil, with its principal place of business in the city of São Paulo, state of São Paulo, at Rua São Joaquim 249, Loja 13, enrolled with the general taxpayers’ roll CNPJ/MF under no. 07.835.579/0001-51 (“ADECO”) (IFH LLC and ADECO hereinafter jointly referred to as “IFH”); and
FIRST AMENDMENT TO RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • February 14th, 2019 • Clearway Energy, Inc. • Electric services
This FIRST AMENDMENT TO RIGHT OF FIRST OFFER AGREEMENT (this “Amendment”), is made and entered into as of February 14, 2019, by and between Clearway Energy Group LLC (“CEG”) and Clearway Energy, Inc. (“CWEN”).
RIGHT OF FIRST OFFER AGREEMENT (Frankfurt Property)Right of First Offer Agreement • September 17th, 2004 • Digital Realty Trust, Inc. • Real estate investment trusts • California
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) made as of July 31, 2004, by and between Global Innovation Partners, LLC, a Delaware limited liability company, (“Optionor”), and Digital Realty Trust, L.P., a Maryland limited partnership (“Optionee”).
Right of First Offer AgreementRight of First Offer Agreement • March 3rd, 2020 • Natural Resource Partners Lp • Bituminous coal & lignite surface mining
This Right of First Offer Agreement (“Agreement”) is entered into as of February 28, 2020 (the “Effective Date”), by and among each of Pocahontas Royalties LLC, a Delaware limited liability company (“PRL”), Natural Resource Partners L.P. (“NRP”), GP Natural Resource Partners LLC (the “Company”), NRP (GP) LP (the “GP”), and NRP (Operating) LLC (“OLLC” and together with NRP, the Company, and the GP, the “NRP Entities”). Each of PRL and the NRP Entities may hereafter be individually referred to as a “Party” or collectively as the “Parties.”
by and betweenRight of First Offer Agreement • March 31st, 1998 • Prime Group Realty Trust • Real estate investment trusts • Illinois
FORM OF RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • May 1st, 2008 • National Security Solutions Inc. • Blank checks • Delaware
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made as of [•], 2008, by and among National Security Solutions Inc. (the “Company”), Medallion Financial Corp. (“Medallion”), November Group LTD (“November Group” and, together with Medallion, each an “Associated Entity” and, collectively, “Associated Entities”), Kenneth L. Boyda, Andrew M. Murstein, Larry D. Hall, Howard Safir, Adam Safir and David Rudnick (each an “Associated Person” and, collectively, the “Associated Persons” and, together with the Associated Entities, the “Associated Parties”) and each of the Independent Directors (as defined below) of the Company.
FORM OF RIGHT OF FIRST OFFER AGREEMENT BY AND BETWEEN ANTERO RESOURCES CORPORATION AND ANTERO RESOURCES MIDSTREAM LLC DATED AS OFRight of First Offer Agreement • September 24th, 2013 • ANTERO RESOURCES Corp • Crude petroleum & natural gas • Colorado
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.”
RIGHT OF FIRST OFFER AGREEMENT AMONG ROUST TRADING LTD. AND THE OTHER PARTIES HERETO Dated as of April 23, 2012Right of First Offer Agreement • April 25th, 2012 • Roust Trading Ltd. • Wholesale-beer, wine & distilled alcoholic beverages • New York
This RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made as of the 23rd day of April, 2012, by and among (i) Roust Trading Ltd., a Bermuda company, with its registered office at 25 Belmont Hills Drive, Warwick WK 06, Bermuda (the “Investor”), (ii) WVC 2007 Family LLC, a Delaware limited liability company and William V. Carey as trustee of The William V. Carey Revocable Trust (collectively, the “Holders” and each, a “Holder”) and (iii) Central European Distribution Corporation, a Delaware corporation, with its registered office at 1013 Centre Road, Wilmington, New Castle County, Delaware 19805 (the “Company”). This Agreement shall become effective upon the occurrence of, and is subject to, the Second Closing (as such term is defined in the Securities Purchase Agreement, dated as of the date hereof (as it may be amended from time to time in accordance with its terms, the “Securities Purchase Agreement”)) (the “Effective Date”); provided, that, notwithstanding the foregoing, the pro
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • July 16th, 2013 • CNL Healthcare Properties, Inc. • Real estate investment trusts
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”).
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • March 14th, 2011 • Seaspan CORP • Deep sea foreign transportation of freight
This Right of First Offer Agreement is entered into as of March 14, 2011 between Seaspan Corporation, a Marshall Islands corporation (“Seaspan”), and Blue Water Commerce, LLC, a Montana limited liability company (the “Washington Entity”).
THIRD AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • September 5th, 2018 • Clearway Energy, Inc. • Electric services • Delaware
THIS THIRD AMENDED AND RESTATED RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made and entered into as of the 31st day of August, 2018 (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.”
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • March 12th, 2018 • Atlantica Yield PLC • Electric services • New York
This RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made and entered into as of 5 March 2018, by and between ATLANTICA YIELD PLC (“AY”), a public limited company incorporated and registered in England and Wales, and ALGONQUIN POWER & UTILITIES CORP. (“AQN”), a corporation organized under the federal laws of Canada. Each of AY and AQN are referred to herein as a “Party,” and together as the “Parties.”
RIGHT OF FIRST OFFER AGREEMENT February 5, 2008Right of First Offer Agreement • December 9th, 2009 • Terrestar Corp • Communications services, nec • New York
This Right of First Offer Agreement is made and entered into by and between TerreStar Corporation, a Delaware corporation (the “Parent”), TerreStar Networks Inc., a Delaware corporation (the “Company”). Harbinger Capital Partners Master Fund I, Ltd. (“Harbinger Master Fund”), and Harbinger Capital Partners Special Situations Fund (“Harbinger Special Situations Fund” and together with Harbinger Master Fund, “Harbinger”), pursuant to the Master Investment Agreement, dated as of February 5, 2008, by and among Parent, the Company and Harbinger (the “Master Investment Agreement”).
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • May 8th, 2014 • JP Energy Partners LP • Wholesale-petroleum bulk stations & terminals
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 AGREEMENTRight of First Offer Agreement • March 24th, 2014 • Farmland Partners Inc. • Real estate investment trusts • Colorado
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made as of March 24, 2014 by and between Farmland Partners Operating Partnership, LP, a Delaware limited partnership (the “Operating Partnership”), and Paul A. Pittman, an individual (the “Offeror”).
RIGHT OF FIRST OFFER AGREEMENT (TOWER NORTH)Right of First Offer Agreement • November 18th, 1997 • Brandywine Realty Trust • Real estate investment trusts • Pennsylvania
RIGHT OF FIRST OFFER AGREEMENTRight of First Offer Agreement • June 13th, 2011 • American Realty Capital Properties, Inc. • Real estate investment trusts • New York
THIS RIGHT OF FIRST OFFER AGREEMENT (this “Agreement”) is made and entered into as of [_______], 2011, by and between ARC Properties Operating Partnership, L.P., a Delaware limited partnership (the “Partnership”), and ARC Real Estate Partners, LLC, a Delaware limited liability company (the “Offeror”).
