ROFO Property definition
Examples of ROFO Property in a sentence
Each Party agrees to cooperate and to take all actions and execute all documents reasonably necessary or appropriate to reflect the acquisition of the ROFO Property by AIR (or its designee).
The Parties shall apply the closing mechanics set forth in Section 10(b) above (as if the Option Property were a ROFO Property, for such purposes).
All other costs shall be borne by the Party who customarily bears such costs in the city and state in which the ROFO Property is located.
The ROFO Deposit shall be delivered within five (5) Business Days following the delivery of the Acceptance Notice, by transfer of immediately available funds to a national title insurance company reasonably acceptable to DevCo, who shall perform the services of escrow agent for the closing of the ROFO Property.
If required by AIR, all contracts and agreements between DevCo and any of its Affiliates in respect of the ROFO Property shall be terminated effective as of the ROFO Closing Date.
If AIR timely delivers a written notice to DevCo that it will proceed with the transfer of the ROFO Property (an “Acceptance Notice”), DevCo may designate AIR (or AIR’s designee) to take title to such ROFO Property on DevCo’s behalf directly as DevCo’s designee concurrently with what would have been the consummation of DevCo’s acquisition of such ROFO Property.
If the Current Year Taxes with respect to any ROFO Property or Option Property related to the applicable ROFO/Option Closing have not been set as of the date thereof, the present tax rate and the most recent assessed valuation for the subject property shall be used for the purposes of making the adjustments at such ROFO/Option Closing under this paragraph and the Parties shall re-prorate within thirty (30) days following receipt of the actual final tax ▇▇▇▇.
If the Parties fail to consummate the sale of the ROFO Property within one hundred eighty days (180) of the date of the ROFO Notice, then AIR shall no longer have a ROFO with respect to such ROFO Property and DevCo may proceed to acquire the ROFO Property from the third party seller (subject to the terms hereof).
The ROFO Purchase Price shall be paid in immediately available funds and DevCo shall convey good and marketable title (or other valid interests held by DevCo) in the subject ROFO Property to AIR or its designee free and clear of all liens and encumbrances.
On the date hereof, the Company and CTO have entered into the Exclusivity and ROFO Agreement, which, among other things, governs the circumstances under which CTO and its Affiliates must offer to the Company the opportunity to acquire a ROFO Property (as defined in the Exclusivity and ROFO Agreement).