MEMORANDUM OF RIGHT OF FIRST REFUSAL Sample Clauses

MEMORANDUM OF RIGHT OF FIRST REFUSAL. This Memorandum of Right of First Refusal is made and entered into this day , 201 , by and between 2011 USSA, LIMITED PARTNERSHIP, an Oklahoma limited partnership (“Grantor”) and the BOARD OF COMMISSIONERS OF TULSA COUNTY OKLAHOMA on behalf of the Tulsa County Sheriff’s Office (“Grantee”) with reference to the following:
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MEMORANDUM OF RIGHT OF FIRST REFUSAL. DATE: , 2017
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MEMORANDUM OF RIGHT OF FIRST REFUSAL. This Memorandum of Right of First Refusal (“Memorandum”) is effective as of the day of , 2011 (“Effective Date”) among Marriott International, Inc., a Delaware corporation (“MII”), and Marriott Worldwide Corporation, a Maryland corporation (“MWC”) (MII and MWC are referred to collectively herein as “Licensor”), and , a (“Owner”).
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MEMORANDUM OF RIGHT OF FIRST REFUSAL. This Memorandum of Right of First Refusal (this “Memorandum”) is dated as of X. Xxxxxxxxx Blvd., South Bend, Indiana 46601 (“Buyer”) (each a “Party” and together the “Parties”).
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MEMORANDUM OF RIGHT OF FIRST REFUSAL. [Legal Description] Exhibit 1 to Exhibit B-3 -Solo Page
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MEMORANDUM OF RIGHT OF FIRST REFUSAL. The Memorandum of Lease to be executed by the parties concurrently with their execution of this Lease and recorded in the Official Records of San Mateo County, California, shall include an appropriate incorporation by reference of the terms of this right of first refusal.
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Related to MEMORANDUM OF RIGHT OF FIRST REFUSAL

  • Right of First Refusal Unless it shall have first delivered to the Buyer, at least seventy two (72) hours prior to the closing of such Future Offering (as defined herein), written notice describing the proposed Future Offering, including the terms and conditions thereof and proposed definitive documentation to be entered into in connection therewith, and providing the Buyer an option during the seventy two (72) hour period following delivery of such notice to purchase the securities being offered in the Future Offering on the same terms as contemplated by such Future Offering (the limitations referred to in this sentence and the preceding sentence are collectively referred to as the “Right of First Refusal”) (and subject to the exceptions described below), the Company will not conduct any equity financing (including debt with an equity component) (“Future Offerings”) during the period beginning on the Closing Date and ending twelve (12) months following the Closing Date. In the event the terms and conditions of a proposed Future Offering are amended in any respect after delivery of the notice to the Buyer concerning the proposed Future Offering, the Company shall deliver a new notice to the Buyer describing the amended terms and conditions of the proposed Future Offering and the Buyer thereafter shall have an option during the seventy two (72) hour period following delivery of such new notice to purchase its pro rata share of the securities being offered on the same terms as contemplated by such proposed Future Offering, as amended. The foregoing sentence shall apply to successive amendments to the terms and conditions of any proposed Future Offering. The Right of First Refusal shall not apply to any transaction involving (i) issuances of securities in a firm commitment underwritten public offering (excluding a continuous offering pursuant to Rule 415 under the 0000 Xxx) or (ii) issuances of securities as consideration for a merger, consolidation or purchase of assets, or in connection with any strategic partnership or joint venture (the primary purpose of which is not to raise equity capital), or in connection with the disposition or acquisition of a business, product or license by the Company. The Right of First Refusal also shall not apply to the issuance of securities upon exercise or conversion of the Company’s options, warrants or other convertible securities outstanding as of the date hereof or to the grant of additional options or warrants, or the issuance of additional securities, under any Company stock option or restricted stock plan approved by the shareholders of the Company.

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