ROFR Term definition

ROFR Term has the meaning given in Section 2.1.
ROFR Term means the period from the Effective Date until the fifth (5th) anniversary of the Effective Date, unless mutually agreed by the Parties in writing.
ROFR Term means the period from the Execution Date to the later of: (i) the ***, or (ii) *** months after the Execution Date. If Pfizer notifies Lpath that it intends to enter into the New Agreement, ▇▇▇▇▇ agrees (i) to provide to Pfizer additional due diligence information and data customary for agreements of this type, and (ii) to negotiate a new license, co-marketing or co-development agreement, as applicable, with Pfizer in good faith in accordance with the terms and conditions contained in the Third Party LOI. If Pfizer declines to enter into the New Agreement, or if Pfizer does not notify Lpath within the *** days period described above that Pfizer wishes to enter into the New Agreement, Lpath may enter into an agreement with the third party for such other indication on the same material terms and conditions contained in the Third Party LOI. If Lpath does not enter into an agreement with the Third Party on the same material terms and conditions contained in the Third Party LOI, Pfizer’s rights under this Section 3.4(b) will remain in force until the end of the ROFR Term.

Examples of ROFR Term in a sentence

  • The Placement Agent’s failure to exercise these preferential rights in any situation shall not affect its preferential rights to any subsequent offering during the ROFR Term.

  • In that regard, it is understood that if the Company determines to pursue such a financing during the ROFR Term and wishes to engage a placement agent to assist in connection with such offering, the Company shall promptly provide the Placement Agent with a written notice of such intention and statement of terms (the “Notice”).

  • The term of the right of first refusal contained in this Article IV shall run concurrently with the Option Term (the "ROFR Term").

  • The Representative’s failure to exercise its preferential right with respect to any particular proposal shall not affect its preferential rights relative to future proposals during the ROFR Term.

  • Aegis’s failure to exercise these preferential rights in any situation shall not affect its preferential rights to any subsequent private placement during the ROFR Term.

  • In that regard, it is understood that if the Issuer determines to pursue a private placement financing pursuant to Regulation D during the ROFR Term in which a third party placement agent will be engaged, the Issuer shall promptly provide Aegis with a written notice of such intention and statement of terms (the “Notice”).

  • The Right of First Refusal provides ELEVAI with the right to require Yuva Bio not to provide the ELEVAI Direct Competitor with a “Competitive License” to the Licensed IP in the Field during the ROFR Term, provided that ELEVAI makes payments to Yuva Bio to fully compensate Yuva Bio for Yuva Bio’s expected loss in revenue, including upfront fees or other fees as well as royalties.

  • Borrower shall not accept a Bona Fide Offer from any party for less than the Phase I ROFR Term Purchase Price.

  • If Optionor receives a bona fide, good faith offer from an unaffiliated third party to purchase all right, title and interest in and to the LLC Interest (the "Offer") at any time during the "ROFR Term" (as defined in Section 4.4), then, subject only to Kite Realty's right of first refusal contained in this Article IV, Optionor shall have the right to convey the entire LLC Interest to such third party during the term of this Agreement.

  • Lpath will use Commercially Reasonable Efforts to conduct a *** study during the ROFR Term (the *** and the *** referred to as the “***”).


More Definitions of ROFR Term

ROFR Term has the meaning attributed thereto in Section 9.13;
ROFR Term shall have the meaning assigned to such term in Section 9.
ROFR Term means the period beginning on the date of this Agreement and ending on the later of (a) the termination or expiration of the Vision Care Agreement and (b) the satisfaction in full of all obligations under the Subordinated Note.
ROFR Term has the meaning set forth in Section 6.23(a).
ROFR Term shall commence on the Effective Date, and shall automatically expire on the earlier of (i) six (6) months prior to the expiration of the Term as may be extended hereunder; (ii) termination of this Lease; (iii) Landlord’s sale or lease of the Property after sending Tenant a ROFR Notice in accordance with this Lease (and Tenant not exercising its ROFR in accordance with this Lease); or (iv) Tenant exercising its ROFR rights and then subsequently terminating the purchase or lease contract, failing to execute the purchase or lease contract, or failing to close its purchase or lease at no fault of Landlord. The ROFR shall not apply during any period of an uncured Event of Default under this Lease.