Excluded Transaction. Notwithstanding anything to the contrary herein, Lessee’s right of first offer shall not apply to (i) any transfer of the Property to an Affiliate of Lessor, or (ii) any sale or conveyance of the Property in a foreclosure sale (or similar proceeding) of a bona fide mortgage or deed of trust or to any conveyance in lieu of foreclosure of such bona fide mortgage or deed of trust.
Excluded Transaction. The rights of first refusal established by this Section 4 shall have no application to First Refusal Investors who do not qualify as "accredited investors" as such term is defined in Regulation D under the Securities Act if the Board of Directors has determined that the offering which would give rise to such right of first refusal shall be made only to accredited investors for purposes of meeting the requirement of an exemption to registration under the Securities Act.
Excluded Transaction. A transaction in which a person is prohibited from being a participant or principal, whether the person has been suspended, debarred, or proposed for debarment under 48 C.F.R. Part 9, Subpart 9.4, the Nonprocurement Common Rule (2 C.F.R. Part 180), or voluntarily excluded. Excluded transactions include covered transactions under the Nonprocurement Common Rule (2 C.F.R. Part 180) and transactions covered under the FAR (48 C.F.R. Chapter 1). Excluded transactions include transactions with excluded persons.
Excluded Transaction. Each of the following shall be an Excluded Transaction and the provisions of this Section 9A shall not apply to (i) the transfer by a Qualified Investor that is a partnership to a partner of such partnership or a retired partner; (ii) the transfer by a Qualified Investor that is a corporation to its shareholders or to any subsidiary or affiliated entity; and (iii) the transfer by a Qualified Investor that is an individual by gift, donation or bequest to a member of his family or to a trust established for his benefit or for the benefit of members of his family, if in each such case the transferee(s) (but only if such transferee(s) would hold a sufficient number of shares to be considered a Qualified Investor) agree in writing to be subject to the terms hereof to the same extent as if it were an original Qualified Investor hereunder.
Excluded Transaction. For purposes of this Section 13, a "Change in Control" shall not include the Reorganization Transaction, Merger Transaction, or any other transaction entered into by and between the Company or its shareholders or affiliates and Rich Earth, Inc. or its shareholders or affiliates (collectively "Rich Earth"). Upon the occurrence of any transaction with Rich Earth, any surviving corporation or acquiring corporation shall assume any Awards outstanding under this Agreement or shall substitute similar awards for those outstanding under the Agreement. Upon any such transaction with Rich Earth, the Beneficial Ownership of the Company for purposes of determining any future Change of Control shall include all shareholders of the Company and any surviving or acquiring corporation resulting from any Rich Earth transaction.
Excluded Transaction. Notwithstanding anything to the contrary herein, Tenant’s right of first offer shall not apply to (i) any transfer of the Premises or any portion thereof to an Affiliate of Landlord, (ii) any sale or conveyance of the Premises or any portion thereof in foreclosure sale (or similar proceeding) of a bona fide mortgage or deed of trust or to any conveyance in lieu of foreclosure of such bona fide mortgage or deed of trust, or (iii) any sale, conveyance, alienation, mortgage, encumbrance, pledge or transfer of the beneficial ownership interest, membership interest or other equity interest in Landlord, or the change of the trustee, manager or other controlling person of the Landlord.
Excluded Transaction. The Buyer acknowledges and agrees that any Exempt Issuance (as defined in this Agreement) shall be excluded from all the terms and provisions of this Agreement and the transactions contemplated thereby. “Exempt Issuance” shall mean the (i) transactions, actions or share issuances encompassed by that certain stock purchase agreement by and between the Company, Xxxxxxxx Xxx, and Xxxxx Xxx with respect to the Company’s acquisition of DevBlock Technologies, Inc. and (ii) any issued and outstanding convertible securities by the Company so long as the existence and terms of such issuance is disclosed in the SEC Documents (as defined below) and the terms of such convertible securities are not amended on or after the date of this Agreement.
Excluded Transaction. Notwithstanding anything to the contrary contained in this Section 49, Xxxxxx’s right of first refusal shall not apply to any transfer or conveyance by Landlord to any Affiliate of Landlord (an “Excluded Transfer”).
