Acquisition Right. (a) In the event the Merger fails to close for any reason, Parent shall promptly provide the Property Information to the Company, and the Company shall be entitled to purchase from Parent, at the Company’s option exercisable by written notice to Parent within thirty days after receipt of the Property Information, fifty percent (50%) of any Oil and Gas Properties (the value of which exceeds $1,000,000, in which Parent does not hold any interest as of the date of this Agreement) which Parent acquired or entered into a contract or agreement to acquire during the period from the date of this Agreement until the termination of this Agreement. Notwithstanding the foregoing, the Company shall not have an option to acquire any of the Oil and Gas Properties in the Flower Prospect in Xxxxx, Xxxxx and Yell Counties in Arkansas. The Company’s failure to notify Parent of its election within such thirty (30) day period shall be deemed an election not to exercise the option. If the Company timely exercises such option, the purchase price for the Oil and Gas Properties to be acquired by the Company pursuant to such option, shall be in an amount equal to fifty percent (50%) of the amount paid by Parent for the Oil and Gas Properties of Parent that are subject to such option based on the value allocated to such Oil and Gas Properties in the purchase by Parent (including all reasonable expenses incurred in connection with such purchase, and adjusted to reflect the economic effective date of the purchase by the Company) in cash. Subject to receipt of required third party consents (other than governmental consents customarily obtained post-acquisition) and waiver or expiration of applicable preferential purchase rights, such purchase by the Company from Parent shall close within ten (10) days after the Company timely delivers its written notice of intent to purchase to Parent. In the event any portion of the offered Oil and Gas Properties are subject to third party consents which have not been obtained, or preferential purchase rights which have not expired or been waived, prior to the scheduled closing date, then the parties shall proceed to closing as to the unaffected Oil and Gas Properties only, and closing on the Oil and Gas Properties that are affected by such preferential purchase rights and/or consents shall be delayed until such consents have been obtained and such preferential rights have expired or been waived. In the event such consents have not been obtained, or t...
Acquisition Right. (a) The Practice shall cause each of its members to hereby irrevocably grant to VRC the fully assignable right, but not the obligation, to acquire or to designate a qualified buyer to acquire all of the membership units of Practice (the “Securities”) for the sum of the lesser of the amount paid by each of the holders for such securities or the book value thereof (“Acquisition Right”) in each of the following instances:
Acquisition Right. (a) Subject to Section 11(d) below, if SC-PG delivers an Officer's Certificate to WAT, WAT, at its option, may elect to acquire 100%, but not less than 100%, of the WEA Shares held by SC-PG which are the subject of the Officer's Certificate at a price per WEA Share payable in cash equal to the greater of (i)(a), in the case of Shares of Series G Preferred Stock to be acquired, (I) 110% of the Liquidation Preference per share of Series G Preferred Stock to be acquired, plus (II) 100% of all accrued and unpaid dividends as provided in paragraph (b) below or (b), in the case of Common Stock to be acquired, 110% of the Conversion Price (as defined in the Certificate of Designation) as of the Call Date per share of Common Stock to be acquired and (ii)(I) 110% of the Converted Value per WEA Share plus (II) 100% of all accrued and unpaid dividends as provided in paragraph (b) below.
Acquisition Right. (a) In the event referred to in paragraph 10.03 above, the other Party will have the right to acquire, and the Party which exercised the conversion right will have the obligation to sell, shares of the same nature and type as those arising from the exercise of the conversion of the Bonds, to the extent that said shares are divided between the Parties, respecting the original proportions of the Parties' holdings in the capital of the Company (80 (eighty)% Pirelli - 20 (twenty)% Edizione).
Acquisition Right. The provisions of this Section 2 shall apply (i) with respect to the Fund XIV Members, from the Closing Date through the earlier of (x) the second anniversary of the Closing Date and (y) the date the Fund XIV Members elect to terminate the rights set forth in this Section 2 with respect to the Fund XIV Members by delivering written notice of such election to PubCo (such earlier date, the “Trigger Date”) and (ii) with respect to the EV Persons (other than the Fund XIV Members), during the Prohibited Period but commencing only after the date EnerVest has delivered written notice to PubCo that EnerVest is electing to invoke the provisions of this Section 2 and subject to Section 2(a)(ii) (which written notice shall not be delivered by EnerVest at any point prior to the Trigger Date). As used in this Section 2, “Eligible Persons” shall mean (i) prior to the Trigger Date, any Fund XIV Member and (ii) following the Trigger Date, any EV Person (other than the Fund XIV Members).
Acquisition Right. (1) Except as otherwise provided in section 16.4, if a Shareholder desires to Transfer all or any part of its Interest, then the other Shareholder (“Remaining Shareholder”) will have the right of first refusal to acquire such Interest as provided in this section 16.3.
Acquisition Right. The shareholder(s) of Practice hereby irrevocably grant(s) Manager the fully assignable right, but not the obligation, to acquire or to designate a qualified buyer to acquire all of the stock of Practice (the "Stock") for the sum of the lesser of the amount paid by the shareholder(s) for such Stock or the book value thereof ("Acquisition Right") in each of the following instances:
Acquisition Right. 82 ARTICLE 6 CONDITIONS..................................................... 84 Section 6.1 Conditions to Each Party's Obligation To Effect the Merger................................................. 84 Section 6.2 Conditions to the Obligation of the Company to Effect the Merger............................................. 84 Section 6.3 Conditions to Obligations of Parent and Purchaser to Effect the Merger...................................... 86
Acquisition Right. Each Offeree shall have the right but not the obligation to acquire its share in the proportion to which its interest in the AMI bears to the aggregate interest in the AMI of the Acquiring Party and all other non-acquiring party(s) who have elected not to acquire an interest in the Mineral Interests so offered.
Acquisition Right. If either Party receives an offer that it ------------------ wishes to accept, then it shall cause the same proportionate terms to be offered to the other Party after taking into account the amount remaining to be recovered to reach Payout. If an offeror wishes to buy only a portion of a well or project, then the Party that wishes to sell shall give the non-receiving party an opportunity to participate in the sale proportionate to ownership between the Parties after taking into account the amount remaining to be recovered to reach Payout.
