Common use of Rights of First Offer Clause in Contracts

Rights of First Offer. If at any time after the end of the R&D Term a Shareholder shall desire to Transfer any Shares owned by it (a "Selling Shareholder"), in any transaction or series of related transactions other than a Transfer to an Affiliate or subsidiary or in the case of EIS to a special purpose financing or similar entity established by EIS, then such Selling Shareholder shall deliver prior written notice of its desire to Transfer (a "Notice of Intention") (i) to Newco and (ii) to the Shareholders who are not the Selling Shareholder (and any transferee thereof permitted hereunder, if any), as applicable, setting forth such Selling Shareholder's desire to make such Transfer, the number of Shares proposed to be transferred (the "Offered Shares") and the proposed form of transaction (the "Transaction Proposal"), together with any available documentation relating thereto, if any, and the price at which such Selling Shareholder proposes to Transfer the Offered Shares (the "Offer Price"). The "

Rights of First Offer. If at any time after the end of the R&D Research and Development Term a Shareholder shall desire to Transfer any Shares owned by it (a "Selling Shareholder"), in any transaction or series of related transactions other than a Transfer to an Affiliate or subsidiary or in the case of EIS to a special purpose financing or similar entity established by EIS, then such Selling Shareholder shall deliver prior written notice of its desire to Transfer (a "Notice of Intention") (i) to Newco and (ii) to the Shareholders who are not the Selling Shareholder (and any transferee thereof permitted hereunder, if any), as applicable, setting forth such Selling Shareholder's desire to make such Transfer, the number of Shares proposed to be transferred (the "Offered Shares") and the proposed form of transaction (the "Transaction Proposal"), together with any available documentation relating thereto, if any, and the price at which such Selling Shareholder proposes to Transfer the Offered Shares (the "Offer Price"). The "

Rights of First Offer. If at any time after the end of the R&D Research and Development Term a Shareholder shall desire to Transfer any Shares owned by it (a "Selling ShareholderSELLING SHAREHOLDER"), in any transaction or series of related transactions other than a Transfer to an Affiliate or subsidiary or in the case of EIS to a special purpose financing or similar entity established by EISPermitted Transferee, then such Selling Shareholder shall deliver prior written notice of its desire to Transfer (a "Notice of IntentionNOTICE OF INTENTION") (i) to Newco and (ii) to the Shareholders who are not the Selling Shareholder (and any transferee thereof permitted hereunder, if any), as applicable, setting forth such Selling Shareholder's desire to make such Transfer, the number of Shares proposed to be transferred (the "Offered SharesOFFERED SHARES") and the proposed form of transaction (the "Transaction ProposalTRANSACTION PROPOSAL"), together with any available documentation relating thereto, if any, and the price at which such Selling Shareholder proposes to Transfer the Offered Shares (the "Offer PriceOFFER PRICE"). The "

Rights of First Offer. If at any time after the end of the R&D Term Term, a Shareholder Stockholder shall desire to Transfer any Shares owned by it (a "Selling ShareholderStockholder"), in any transaction or series of related transactions other than a Transfer to an Affiliate or subsidiary or in the case of EIS to a an off-balance sheet special purpose financing or similar entity established by EIS, then such Selling Shareholder Stockholder shall deliver prior written notice of its desire to Transfer (a "Notice of Intention") (i) to Newco and (ii) to the Shareholders Stockholders who are not the Selling Shareholder Stockholder (and any transferee thereof permitted hereunder, if any), as applicable, setting forth such Selling ShareholderStockholder's desire to make such Transfer, the number of Shares proposed to be transferred (the "Offered Shares") and the proposed form of transaction (the "Transaction Proposal"), together with any available documentation relating thereto, if any, thereto and the price at which such Selling Shareholder Stockholder proposes to Transfer the Offered Shares (the "Offer Price"). The "

Rights of First Offer. If at any time after the end of the R&D Research and Development Term a Shareholder Stockholder shall desire to Transfer any Shares owned by it (a "Selling ShareholderStockholder"), in any transaction or series of related transactions other than a Transfer to an Affiliate or subsidiary or in the case of EIS to a special purpose financing or similar entity established by EISora Permitted Transferee, then such Selling Shareholder Stockholder shall deliver prior written notice of its desire to Transfer (a "Notice of Intention") (i) to Newco and (ii) to the Shareholders Stockholders who are not the Selling Shareholder Stockholder (and any transferee thereof permitted hereunder, if any), as applicable, setting forth such Selling ShareholderStockholder's desire to make such Transfer, the number of Shares proposed to be transferred (the "Offered Shares") and the proposed form of transaction (the "Transaction Proposal"), together with any available documentation relating thereto, if any, and the price at which such Selling Shareholder Stockholder proposes to Transfer the Offered Shares (the "Offer Price"). The "