Procedures for Rights of First Offer. (a) In the event that a Partnership Group Member (a “Partnership Transferring Party”) proposes to Transfer any Non-Five-Year Vessels (the “Partnership Sale Assets”), prior to engaging in any negotiation for such Transfer with any non-affiliated third party or otherwise offering to Transfer the Partnership Sale Assets to any non-affiliated third party, such Partnership Transferring Party shall give Höegh (a “Partnership Potential Transferee”), written notice setting forth all material terms and conditions (including, without limitation, the purchase price or the terms of the charter agreement and a description of the Partnership Sale Asset(s) on which such Partnership Transferring Party desires to Transfer the Partnership Sale Assets) (a “Partnership Transfer Notice”).
Procedures for Rights of First Offer. In the event that a Partnership Group Member or a Teekay Entity (as applicable, the "Transferring Party") proposes to Transfer or Re-Charter any Crude Oil Assets or LNG Subject Assets, as applicable (the "Sale Assets"), prior to engaging in any negotiation for such Transfer or Re-Charter with any non-affiliated third party or otherwise offering to Transfer or Re-Charter the Sale Assets to any non-affiliated third party, such Transferring Party shall give Teekay or the MLP, as applicable (the "Potential Transferee"), written notice setting forth all material terms and conditions (including, without limitation, the purchase price (in the event of a Transfer) or the terms of the charter agreement (in the event of a Re-Charter) and a description of the Sale Asset(s) on which such Transferring Party desires to Transfer or Re-Charter the Sale Assets (the "Transfer Notice"). The material terms set forth in the Transfer Notice shall have been approved, in any case where a Partnership Group Member is the Transferring Party, by the Conflicts Committee of the General Partner. The Transferring Party then shall be obligated to negotiate in good faith for a 30-day period following the delivery by the Transferring Party of the Transfer Notice (the "First Offer Negotiation Period") to reach an agreement for the Transfer or Re-Charter of such Sale Assets to the Potential Transferee or any of its Affiliates. If no such agreement with respect to the Sale Assets is reached during the First Offer Negotiation Period, and the Transferring Party has not Transferred or Re-Chartered, or agreed in writing to Transfer or Re-Charter, such Sale Assets to a third party within 180 days after the end of the First Offer Negotiation Period on terms generally no less favorable to the Transferring Party than those include in the Transfer Notice, then the Transferring Party shall not thereafter Transfer or Re-Charter any of the Sale Assets without first offering such assets to the applicable Potential Transferee in the manner provided above.
Procedures for Rights of First Offer. (i) Any Shareholder (the "Seller") desiring to Transfer any Sale Shares held by such Seller in a transaction subject to rights of first offer pursuant to Section 6(a)(i) or 6(b)(i) above shall give written notice (a "Sales Notice") to the other Shareholders that the Seller desires to effect such a Transfer (a "Sale") and setting forth the number of Sale Shares proposed to be Transferred by the Seller in such Sale and the purchase price per share in cash it desires for such Sale Shares (the "Sales Price").
Procedures for Rights of First Offer. (a) In the event that a CMRE Entity, and, with respect to any JV Vessel Interests, a JV Entity or a York Entity, as applicable, (a “Transferring Party”) proposes to Transfer any Five-Year Vessel Interests (the “Sale Assets”), prior to engaging in any negotiation for such Transfer with any non-affiliated third party or otherwise offering to Transfer the Sale Assets to any non-affiliated third party, such Transferring Party shall give the General Partner (a “Potential Transferee”), written notice setting forth all material terms and conditions (including, without limitation, the purchase price or the terms of the charter agreement and a description of the Sale Asset(s)) on which such Transferring Party desires to Transfer the Sale Assets (a “Transfer Notice”).
Procedures for Rights of First Offer. (a) In the event that any Company Group Member or Parent Group Member (each, a “Transferring Party”) proposes to Transfer any Capesize Vessel (the “Sale Assets”), prior to engaging in any negotiation for such Transfer with any non-Affiliated third party or otherwise offering to Transfer the Sale Assets to any non-Affiliated third party, such Transferring Party shall give the Company or the Parent, as applicable, written notice setting forth all material terms and conditions (including, without limitation, the purchase price for which such Transferring Party desires to Transfer the Sale Assets) (the “Transfer Notice”).
Procedures for Rights of First Offer. (a) In the event that a Company Group Member (a “Company Transferring Party”) proposes to Transfer any Non-Five-Year Drilling Rig (the “Company Sale Assets”), prior to engaging in any negotiation for such Transfer with any non-affiliated third party or otherwise offering to Transfer the Company Sale Assets to any non-affiliated third party, such Company Transferring Party shall give Seadrill (a “Company Potential Transferee”), written notice setting forth all material terms and conditions (including, without limitation, the purchase price or the terms of the drilling contract and a description of the Company Sale Asset(s) on which such Company Transferring Party desires to Transfer the Company Sale Assets) (a “Company Transfer Notice”).
Procedures for Rights of First Offer. (a) In the event that any PEG LP Entity proposes to Transfer all or any portion of its ownership interest in any Project, PEG LP shall give PEG Inc. written notice within a commercially reasonable amount of time setting forth the details of the proposed Transfer, including a description of the Project (including the mega-wattage, stage of development or construction, material counterparties, details of the project contracts and other material information with respect to the Project that an acquiror thereof would reasonably be anticipated to request in order to reasonably diligence and assess such Project), the interest to be Transferred (the “Subject Project Interest”) and any other material terms of the proposed Transfer reasonably known or anticipated by PEG LP (a “Project Transfer Notice”).
Procedures for Rights of First Offer. (a) In the event that the PEG LP Partners or PEG LP propose to Transfer any material portion of the Equity Interests or all or substantially all of the assets of PEG LP, PEG LP and the PEG LP Partners shall give PEG Inc. written notice setting forth the details of the proposed Transfer, including a description of PEG LP’s assets (including, with respect to each of PEG LP’s Projects, the mega-wattage, stage of development or construction, material counterparties, details of any project contracts and other material information with respect to PEG LP and the Projects that an acquiror thereof would reasonably be anticipated to request in order to reasonably diligence and assess PEG LP and such Projects), the Equity Interests or assets to be Transferred (in each case, the “PEG LP Interests”) and any other material terms of the proposed Transfer reasonably known or anticipated by PEG LP or the PEG LP Partners (a “PEG LP Transfer Notice”).
Procedures for Rights of First Offer. (a) In the event that a Transocean Entity (a “Transocean Transferring Party”) proposes to Transfer any of its RigCo Equity Interests or Intermediate RigCo Equity Interest (the “Transocean Sale Assets”), prior to engaging in any negotiation for such Transfer with any non-affiliated third party or otherwise offering to Transfer the Transocean Sale Assets to any non-affiliated third party, such Transocean Transferring Party shall give the Company (a “Transocean Potential Transferee”) written notice setting forth all material terms and conditions (including a description of the Transocean Sale Asset(s) and the purchase price or the terms of the agreement on which such Transocean Transferring Party desires to Transfer the Transocean Sale Assets) (a “Transocean Transfer Notice”).
Procedures for Rights of First Offer. (a) In the event that a Seadrill Entity (a “Transferring Party”) proposes to Transfer any Five-Year Drilling Rig or partnership interests of OPCO (the “Sale Assets”), prior to engaging in any negotiation for such Transfer with any non-affiliated third party or otherwise offering to Transfer the Sale Assets to any non-affiliated third party, such Transferring Party shall give the Company (a “Potential Transferee”) written notice setting forth all material terms and conditions (including, without limitation, the purchase price or the terms of the agreement and a description of the Sale Asset(s) on which such Transferring Party desires to Transfer the Sale Assets) (a “Transfer Notice”).
