Expiration of Right of First Refusal. The right of first refusal granted under this Agreement shall expire when a sale of securities pursuant to a registration statement filed by the Company under the Securities Act in connection with a firm commitment underwritten offering of its securities to the general public is consummated.
Expiration of Right of First Refusal. The right of first refusal granted under this Agreement shall expire upon the closing of a firm commitment underwritten public offering pursuant to an effective registration statement on Form S-1 or any successor form under the Securities Act, covering the offer and sale of Common Stock for the account of the Company to the public with gross proceeds to the Company in excess of $45,000,000 and a pre-money valuation (defined as the product of (A) of the number of shares of Common Stock outstanding immediately prior to the closing of such offering, treating all outstanding shares of Preferred Stock as converted into Common Stock, multiplied by (B) the price to public in such offering) of at least $225,000,000.
Expiration of Right of First Refusal. The Right Of First Refusal set forth in this Section 3.03 shall expire with respect to any individual Proposal (a "Passed Proposal") in the event that (i) the Proposal is submitted to CyberOptics in accordance with subsection (b) and includes pricing to CyberOptics consistent with Section 3.05 and CyberOptics fails to exercise its Right of First Refusal within 45 days of receipt of such Proposal, or (ii) CyberOptics abandons development of the Photonics Assembly Station specified in the Proposal after exercising the Right of First Refusal. After such expiration of the Right of First Refusal with respect to any specific Passed Proposal, Avanti shall be free to pursue development and introduction of a commercially available Photonics Assembly Station on the basis of such Passed Proposal or to contract with a third party for such development and introduction, and the exclusivity of the license granted to CyberOptics pursuant to Paragraph 3.04(a) below upon exercise of the Right of First Refusal with respect to any subsequent Proposal shall be subject to any rights exercised or granted by Avanti in connection with such Passed Proposal. In the event, however, that the Passed Proposal is materially changed in a manner advantageous to such third party prior to commencement of such development (or if such change was foreseeable at the time of such commencement), Avanti shall again offer the revised Passed Proposal to CyberOptics pursuant to the Right of First Refusal set forth in subsection (b). In the event that the Right of First Refusal expires with respect an individual Passed Proposal and Avanti subsequently develops a Proposal with respect to a Photonics Assembly Station having materially different specifications from the Passed Proposal (the "Second Proposal"), then CyberOptics shall have the Right of First Refusal pursuant to Paragraph (b) above and this Paragraph (c) with respect to the Second Proposal. In the event, however, that development of a commercial version of a Photonics Assembly Station is completed by a third party, and Avanti fails to exercise its Right of First Refusal with respect to the Second Proposal, the Right of First Refusal set forth in this Section 3.03 shall in all respects expire for all subsequent Proposals and CyberOptics' only right with respect to any subsequent Proposal shall be to be notified of the same and to be given the opportunity, to the extent not in conflict with CyberOptics' contractual obligations with others, to b...
Expiration of Right of First Refusal. Subject to Section 9.5, if the Company or the Non-Transferring Members elect not to purchase or obtain all of the Transferred Membership Interest designated in the Transfer Notice, then the Transferring Member may transfer the Transferred Membership Interest described in the Transfer Notice, to the extent the Non-Transferring Members and the Company have not elected to purchase Transferred Membership Interest, providing (i) the definitive agreements providing for such Transfer are executed and in full force within two hundred ten (210) days after the expiration of the Exercise Period, (ii) such Transfer is completed within two hundred forty (240) days after the expiration of the Exercise Period, (iii) such Transfer is made on terms substantially similar to, and on no more favorable to the transferee than as designated in, the Transfer Notice, and (iv) the requirements of Sections 9.1 and 9.2 relating to consent of the Management Committee and other matters are satisfied.
Expiration of Right of First Refusal. This Right of First Refusal shall expire on the earlier of (a) 18 months from the date of this Indenture, (b) the date all Obligations under this Indenture are defeased pursuant to Section 10.2, and (c) the date all Obligations are satisfied in full.
Expiration of Right of First Refusal. The right of first refusal granted under this Section 4 shall expire upon the consummation of a Qualified IPO.
Expiration of Right of First Refusal. The right of first refusal contained in this Section E shall expire by the following:
a. In the event that Purchaser Seller rejects Purchaser’s written offer of Xxxxxx’s election for the right of first refusal, all of Purchaser’s obligations under this paragraph shall terminate.
b. In the event Purchaser completes construction of at least one structure on the Subject Property that is at least eight hundred (800) twenty-five hundred (2,500) square feet in size, all of Purchaser’s obligations under this paragraph shall terminate; or
c. After the expiration of five (5) years all of Purchaser’s obligations under this paragraph shall terminate.
Expiration of Right of First Refusal. The right of first refusal granted under this Agreement shall expire when the Company consummates a Qualified Public Offering.
Expiration of Right of First Refusal. If Tenant does not exercise its Right of First Refusal or fails to notify Landlord within such five (5) day period of its election, Landlord shall thereafter be free to execute the Offer and to conclude the transaction, or to otherwise sell the Project on any terms and conditions not “materially less favorable to Landlord” (as hereinafter defined) than those contained in the Offer for a period of twelve (12) months after the expiration of such five (5) day period. If Landlord desires to sell the Project either: (a) on terms and conditions which are materially less favorable to Landlord than those contained in the Offer submitted to Tenant; or (b) following the expiration of such twelve (12) month period, Landlord may not sell the Project without again complying with the provisions of this Paragraph 52. However, if Landlord sells the Project on terms and conditions not materially less favorable to Landlord than those contained in the Offer submitted to Tenant during such twelve (12) month period, the Right of First Refusal shall expire and be of no further force or effect. The phrase “materially less favorable to Landlord” shall mean a proposed sale of the Project in which the proposed purchase price is less than ninety-five percent (95%) of the purchase price contained in the Offer.
Expiration of Right of First Refusal. The rights of LMFA under this Section 2 shall expire on the first (1st) anniversary of the date of this Agreement, provided that LMFA shall have the rights hereunder with respect to any Third-Party Offer received by Symbiont before the first (1st) anniversary of the date of this Agreement.
