Common use of Exercise of Preferential Right to Purchase Clause in Contracts

Exercise of Preferential Right to Purchase. Within twenty (20) days from receipt of the transfer notice, each non-assigning Party may exercise its preferential right to purchase its Participating Interest share of the Working Interest offered (on the same terms and conditions, or on equivalent terms for a non-cash transaction as stated in the notice) without reservations or conditions by written notice of that fact to all of the Parties. If one or more non-assigning Parties, but not all non-assigning Parties, exercise their preferential right to purchase (the "Acquiring Parties"), then within fifteen (15) days of the termination of the twenty (20) day notice period set forth in the previous sentence, each Acquiring Party may exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning Party or based on its Participating Interest share as an Acquiring Party. If within the fifteen (15) day notice period set forth in the previous sentence an Acquiring Party does not exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as an Acquiring Party but does exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning Party, then the other Acquiring Parties shall have ten (10) days in which to agree to pay the remainder of the full consideration for the Transfer of Interest and notify the assigning Party of that fact. If within the ten (10) day period set forth in the previous sentence the other Acquiring Parties do not agree to pay the remainder of the full consideration for the Transfer of Interest, or if the other Acquiring Parties do agree to pay the remainder of the full consideration for the Transfer of Interest but do not notify the assigning Party of the fact, the assigning Party shall be free to

Appears in 1 contract

Samples: Offshore Operating Agreement (Ridgewood Energy P Fund LLC)

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Exercise of Preferential Right to Purchase. Within twenty For a period of _____________ (20___) days from receipt of the transfer noticeTransfer Notice (“PRP Period”), each non-assigning transferring Party may exercise its preferential right to purchase its Participating Interest share Share of the Working Interest offered (on the same terms and conditions, or on equivalent terms for a non-cash transaction as stated in the noticeTransfer Notice) without reservations or conditions by written notice of that fact to all of the Parties. If one No Party has a right or more obligation under this Article 24.2 to acquire any asset other than a Working Interest (including a corresponding interest in its Participating Interest Share of any Facilities, Production Systems, xxxxx, equipment, or other property located on the Contract Area or governed by this Agreement), regardless of whether the proposed transaction is a Package Sale. Upon expiration of the PRP Period, if: none of the non-assigning Parties, but not all non-assigning Parties, exercise their preferential right transferring Parties elect to purchase (the "Acquiring Parties"), then within fifteen (15) days of the termination of the twenty (20) day notice period set forth in the previous sentence, each Acquiring Party may exercise its preferential right to purchase its Participating Interest share Share of the Working Interest offered based on its Participating Interest share as a non-assigning Party or based on its Participating Interest share as an Acquiring Party. If within the fifteen (15) day notice period set forth in the previous sentence an Acquiring Party does not exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as an Acquiring Party but does exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning PartyTransfer Notice, then the other Acquiring transferring Party shall be free to complete the proposed Transfer of Interest on the terms disclosed in the Transfer Notice; or all of the non-transferring Parties shall have ten (10) days in which to agree to pay the remainder of the full consideration for the Transfer of Interest and notify accept all of the assigning other terms of the third party offer as it pertains to the Transfer of Interest only, the transferring Party shall transfer the Working Interest to the non-transferring Parties in accordance with this Article 24 proportionate to their respective Working Interests unless all the non-transferring Parties agree to share the transferring Party’s Working Interest in different percentages; or one or more, but not all, of that fact. If within the ten (10) day period non-transferring Parties elect to exercise their preferential right to purchase the Working Interest offered, the exercising Parties shall determine amongst themselves the sharing of the Working Interest set forth in the previous sentence Transfer Notice. Each exercising Party has the other Acquiring right to take its proportionate share of such Working Interest. In this instance, the exercising Parties do not agree to pay shall have an additional _____ days after the remainder expiration of the full consideration for PRP Period to jointly provide written notice to all non-exercising Parties and the transferring Party stating (a) all of the Working Interest offered has been fully subscribed and the breakdown of the Working Interest to be acquired by each exercising Party or (b) the exercising Parties failed to accept all the Working Interest set forth in the Transfer of Interest, or if Notice and therefore the other Acquiring Parties do agree preferential right to pay purchase will not be exercised. Failure to provide such notice within the remainder of the full consideration for the ____-day period shall be considered a written notice under (b) above. The Transfer of Interest but do not notify the assigning Party of the fact, the assigning Party shall be free toconcluded within a reasonable time, but no later than _____________ (___) days after the PRP Period. Transfer of Interest Not Affected by the Preferential Right to Purchase

Appears in 1 contract

Samples: Operating Agreement

Exercise of Preferential Right to Purchase. Within twenty (20) days from receipt of the transfer notice, each non-assigning Party may exercise its preferential right to purchase its Participating Interest share of the Working Interest offered (on the same terms and conditions, or on equivalent terms for a non-cash transaction as stated in the notice) without reservations or conditions by written notice of that fact to all of the Parties. If one or more non-assigning Parties, but not all non-assigning Parties, exercise their preferential right to purchase (the "Acquiring Parties"), then within fifteen (15) days of the termination of the twenty (20) day notice period set forth in the previous sentence, each Acquiring Party may exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning Party or based on its Participating Interest share as an Acquiring Party. If within the fifteen (15) day notice period set forth in the previous sentence an Acquiring Party does not exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as an Acquiring Party but does exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning Party, then the other Acquiring Parties shall have ten (10) days in which to agree to pay the remainder of the full consideration for the Transfer of Interest and notify the assigning Party of that fact. If within the ten (10) day period set forth in the previous sentence the other Acquiring Parties do not agree to pay the remainder of the full consideration for the Transfer of Interest, or if the other Acquiring Parties do agree to pay the remainder of the full consideration for the Transfer of Interest but do not notify the assigning Party of the fact, the assigning Party shall be free toto complete the proposed conveyance on the terms disclosed in the notice. If the non-assigning Parties or the Acquiring Parties agree to pay the full consideration for the Transfer of Interest and accept all of the other terms of the third party offer, the assigning Party shall transfer the Working Interest to the non-assigning Parties or Acquiring Parties who exercised their preferential right to purchase under this Article 26 (Successors, Assigns, [and Preferential Rights]). The Transfer of Interest shall be concluded within a reasonable time, but no later (___) days after the applicable period in which the non-assigning Parties or Acquiring Parties may exercise their preferential right to purchase. Transfer of Interest Not Affected by the Preferential Right to Purchase

Appears in 1 contract

Samples: Offshore Operating Agreement

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Exercise of Preferential Right to Purchase. Within twenty (20) days from after receipt of the transfer notice, each non-assigning Party may exercise its preferential right to purchase its Participating Interest share of the Working Interest offered (on the same terms and conditions, or on equivalent terms for a non-cash transaction as stated in the notice) without reservations or conditions by written notice of that fact to all of the Parties. If one or more non-assigning Parties, but not all non-assigning Parties, exercise their preferential right to purchase (the "Acquiring Parties"), then within fifteen (15) days of after the termination of the twenty (20) day notice period set forth in the previous sentence, each Acquiring Party may exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning Party or based on its Participating Interest share as an Acquiring Party. If within the fifteen (15) day notice period set forth in the previous sentence an Acquiring Party does not exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as an Acquiring Party but does exercise its preferential right to purchase its Participating Interest share of the Working Interest offered based on its Participating Interest share as a non-assigning Party, then the other Acquiring Parties shall have ten (10) days in which to agree to pay the remainder of the full consideration for the Transfer of Interest and notify the assigning Party of that fact. If within the ten (10) day period set forth in the previous sentence the other Acquiring Parties do not agree to pay the remainder of the full consideration for the Transfer of Interest, or if the other Acquiring Parties do agree to pay the remainder of the full consideration for the Transfer of Interest but do not notify the assigning Party of the fact, the assigning Party shall be free toto complete the proposed conveyance on the terms disclosed in the notice. If the non assigning Parties or the Acquiring Parties agree to pay the full consideration for the Transfer of interest and accept all of the other terms of the third party offer, the assigning Party shall transfer the Working Interest to the non-assigning Parties or Acquiring Parties who exercised their preferential right to purchase under this Article 26 (Successors, Assigns, and Preferential Rights). The Transfer of Interest shall be concluded within a reasonable time, but no later than one hundred twenty (120) days after the applicable period in which the non-assigning Parties or Acquiring Parties may exercise their preferential right to purchase.

Appears in 1 contract

Samples: Offshore Operating Agreement (Ridgewood Energy P Fund LLC)

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