Right of First Refusal to Purchase. TENANT shall have the right of first refusal to purchase the demised premises as hereinafter set forth. If at any time during the term as extended, LANDLORD shall receive a bona fide offer from a third person for the purchase of the demised premises, which offer LANDLORD shall desire to accept, LANDLORD shall promptly deliver to TENANT a copy of such offer, and TENANT may, within fifteen (15) days thereafter, elect to purchase the demised premises on the same terms as those set forth in such offer, excepting that TENANT shall be credited against the purchase price to be paid by TENANT, with a sum equal to the amount of any brokerage commissions, if any, which LANDLORD shall save by a sale to TENANT. If LANDLORD shall receive an offer for the purchase of the demised premises, which is not consummated by delivering a deed to the offerer, the TENANT'S right of first refusal to purchase shall remain applicable to subsequent offers. If LANDLORD shall sell the demised premises after a failure of TENANT to exercise its right of first refusal, such shall be subject to the Lease and shall continue to be applicable to subsequent sales of the demised premises. Notwithstanding the foregoing, TENANT'S right of first refusal shall not apply or extend to any sales or transfers between LANDLORD and any affiliates in which the principals of the LANDLORD are the majority shareholders to any family trusts or to the heirs of the principals of LANDLORD. LANDLORD shall be entitled to net the same amount under any right of first refusal exercise.
Right of First Refusal to Purchase. (a) If, at any time and from time to time during the term of the Lease (excluding the first eighteen (18) months of this Lease), Landlord decides to sell, exchange or otherwise transfer the Leased Premises to a Qualified Purchaser, either by direct transfer or indirectly as a result of a change or transfer of 25% or more of the ownership interests in and to Landlord to a Qualified Purchaser, or otherwise by operation of law, Landlord shall give written notice to Tenant of the terms of such transfer. Landlord's notice shall set forth the economic terms on which Landlord has received a bona fide offer to sell the Leased Premises or such ownership interest to a third party (or from which Landlord's owners intend to transfer their interests to a third party, if applicable) and offer to Tenant a cash or cash equivalent price and terms for which Tenant may purchase the Leased Premises or such ownership interest, and which cash equivalent price and terms will not include the purchase by Tenant of other property of Landlord or require repayment of the debt of Landlord, but may provide for the assumption of debt secured by the property. In the event of an offer or proposed transfer on other than an all cash basis (other than requiring the assumption of property specific debt), Landlord shall reasonably and in good faith determine the cash equivalent price. Tenant shall have thirty (30) days after receipt of the notice in which to elect to acquire the Leased Premises or such ownership interest on the terms contained in the notice. Such election to purchase shall be by written notice to Landlord. If Tenant fails to accept such offer in accordance with this paragraph within the applicable time period, Tenant shall be conclusively presumed to have rejected such offer, in which event Landlord shall be free, at any time thereafter, to sell the Leased Premises or such ownership interest to a Qualified Purchaser at a purchase price and upon terms and conditions not more favorable to the Qualified Purchaser than those contained in Landlord's notice to Tenant, except as specifically provided below. Upon Landlord's request, Tenant shall affirm in writing within five (5) Business Days, after expiration of the applicable time period, that such offer has been rejected. This right of first refusal shall not apply to: (i) any offer or sale incidental to the exercise of any remedy by Lender or any mortgagee or beneficiary under any mortgage, deed of trust or similar security instru...
Right of First Refusal to Purchase a) If during the Term of this Agreement, the Company receives a bona fide arm’s length offer to operate, take control of, or purchase the Natural Gas Distribution System within the Municipal Service Area, which the Company is willing to accept, then the Company will promptly give written notice to the Municipality of the terms and conditions of such offer and the Municipality will during the next one hundred and twenty (120) days, have the right of first refusal to operate, take control of or purchase the Natural Gas Distribution System, as the case may be, for the same price and upon the terms and conditions contained in the said offer. Notwithstanding the foregoing, in the event the Municipality fails or refuses to exercise its right of first refusal, the Municipality will retain the right to withhold its consent to an assignment of this Agreement in accordance with paragraph 20 below. For the purposes of this paragraph 12, “operate, take control” will not be construed as including the subcontracting by the Company of only some portions of its operations where the Company continues to be responsible for the performance of this entire Agreement;
Right of First Refusal to Purchase a) If during the Term of this Agreement, the Company receives a bona fide arm’s length offer to operate, take control of or purchase the Distribution System which the Company is willing to accept, then the Company shall promptly give written notice to the Municipality of the terms and conditions of such offer and the Municipality shall during the next ninety (90) days, have the right of first refusal to operate, take control of or purchase the Distribution System, as the case may be, for the same price and upon the terms and conditions contained in the said offer.
Right of First Refusal to Purchase. (a) If at any time after the first anniversary of the Commencement Date Landlord shall receive a bona fide written offer to purchase the Premises or any portion thereof or a direct controlling interest in Landlord's ownership (whether stock, partnership interests or membership interests) from a third party which is not affiliated with Landlord, which offer Landlord or its ownership is willing' to accept ("Outside Contract"), Landlord shall give written notice ("Sale Notice") thereof, together with a copy of such Outside Contract, to Tenant. Tenant shall have a right of first refusal ("Refusal Right") to purchase the Premises or the controlling interest therein or the portion of Landlord's ownership interests that is the subject of the Outside Contract in accordance with the terms and provisions thereof. If Tenant desires to exercise the Refusal Right, Tenant shall deliver written notice to that effect to Landlord within twenty (20) days after receipt of the Sale Notice ("Refusal Period"). If Tenant exercises the Refusal Right by the time and in the manner set forth in this subsection, Landlord and Tenant shall promptly execute a contract which includes the same material terms and conditions as the Outside Contract ("Sale Contract") and Tenant shall deposit when due any earnest money xxxxxxx required thereunder. If Tenant does not execute a Sale Contract within fifteen (15) days after Tenant's receipt of such Sale Contract from Landlord, signed on behalf of Landlord, or if Tenant defaults in its obligations under such Sale Contract, then Landlord shall be free to consummate the sale pursuant to the Outside Contract {or another contract on substantially similar terms and conditions).
Right of First Refusal to Purchase. In connection with the proposed transfer of certain lands in Whistler, British Columbia hereinafter defined as the “Emerald Lands” from the Lil’wat Nation and the Squamish Nation (together the “First Nations”) to the Resort Municipality of Whistler (“RMOW”), RMOW agrees to grant to the First Nations an irrevocable right of first refusal (the "Right of First Refusal")to purchase all or a portion of the Emerald Lands on the terms and conditions set forth in this letter. The Emerald Lands are those lands registered in the name of 0780185 B.C. Ltd, and jointly and beneficially owned by the First Nations which are legally described as: PID: 000-000-000 District Xxx 0000, Xxxxx 0, Xxx Xxxxxxxxxxx Xxxxxxxx, XXXX covenants and agrees that so long as it is the registered and beneficial owner of the Emerald Lands (the “Premises”) it will not sell, agree to sell, transfer, or in any manner dispose of or agree to dispose of the Premises or any portion thereof other than in accordance with the following procedure:
Right of First Refusal to Purchase. At all times during the term of this Agreement and any extensions or renewals thereof, should Lessor receive a bona fide offer from any third party to purchase all or any portion of the Premises, which offer Lessor desires to accept, Lessor shall, before accepting such offer, provide Company with a full and complete copy of such offer and shall first offer in writing to sell the portion of the Premises which is the subject of such offer to Company on the same terms and conditions as set forth in said offer. Upon receipt of any such notice and copy of such offer from Lessor, Company shall have thirty (30) days thereafter within which to accept the same. Should Company fail to accept any such offer within said thirty (30) day period, Lessor shall be free to sell said portion of the Premises to the original offeror upon the same terms and conditions offered to Company without further notice to Company. Should Lessor after having made such offer to Company as above described, fail to sell said portion of the Premises upon the same terms and conditions offered to Company, Lessor shall give Company notice and the first right to purchase in the manner set forth above of any further or different offers received by Lessor for the purchase of said portion of the Premises and shall first offer to sell the same to Company upon the same terms and conditions before accepting any such further or different offer. The right of first refusal set forth herein is a continuing right of first refusal to purchase and shall apply to all subsequent bona fide offers from third parties after a sale by Xxxxxx, or its successors, to a party other than Company.
Right of First Refusal to Purchase. If Landlord shall ---------------------------------- determine during the term of this Lease that it is lawful and in the public interest to sell the Premises, or any portion thereof, Landlord shall, prior to making the Premises or part thereof available for sale to any other party, provide Developer with the opportunity to purchase said property at its fair market value, as determined by an appraisal obtained by Landlord. If Developer has not entered into an agreement to purchase said property within sixty (60) days of the date it is first offered for sale to Developer at the price theretofore determined by Landlord to be the fair market value, Landlord may offer the property for sale on the open market. Provided, however, that if Landlord should reduce the fair market value of the Premises or part thereof to be sold by seven and one-half percent (7.5%) or more, Developer's first refusal rights shall be reinstated. Developer shall respond to any such re-offer within five (5) business days, and if Developer fails to respond within that time period Developer's first refusal rights shall terminate. The determination whether such property shall be made available for sale is and shall be within the sole and exclusive discretion of Landlord. Landlord shall determine the legality of such action prior to making a determination to sell on the basis of the law then in effect.
Right of First Refusal to Purchase. Subject to the terms and conditions of the Lease, from and after the date of the Lease and continuing during the Term (including any Renewal Term), Landlord has granted Tenant an ongoing right of first refusal to purchase the Premises for which Landlord receives a third-party offer that Landlord desires to accept, to be exercised in accordance with the terms and conditions of the Lease.
Right of First Refusal to Purchase. (a) Lessor shall not, at any time prior to the expiration of the term of this Lease, or any extension thereof, sell the Premises, or any interest therein, without first giving written notice thereof to Lessee, which notice is hereinafter referred to as "Notice of Sale".
