Common use of Negotiation with Third Party Clause in Contracts

Negotiation with Third Party. If (i) no Non-Selling Partner delivers a Purchase Notice to the Selling Partner prior to the expiration of the Notice Period, (ii) the Non-Selling Partner(s) and the Selling Partner are unable to enter into a definitive agreement prior to the expiration of the Negotiation Period, or (iii) a definitive agreement is timely entered into but is subsequently terminated prior to closing, then the Selling Partner shall have 120 days to market, offer, negotiate and consummate the sale of the Marketed Interest to a third party; provided, however, the Selling Partner may not consummate any such sale to a third party unless (i) the acquisition consideration to be paid by such third party is at least equal in value to the consideration set forth in the Sale Offer and (ii) the other terms and provisions of such sale are not materially more favorable to such third party than the terms and provisions contained in the Sale Offer. If the Selling Partner is unable to consummate the sale of the Marketed Interest to a third party within in the 120-day period referred to in the immediately preceding sentence, such Selling Partner must make another Sale Offer to each of the Non-Selling Partners, as provided in Section 8.3(a), and otherwise comply with the provisions of this Section 8.3 in order to sell such Marketed Interest.

Negotiation with Third Party. If (i) no Non-Selling Partner Member delivers a Purchase Notice to the Selling Partner Member prior to the expiration of the Notice Period, (ii) the Non-Selling Partner(sMember(s) and the Selling Partner Member are unable to enter into a definitive agreement prior to the expiration of the Negotiation Period, or (iii) a definitive agreement is timely entered into but is subsequently terminated prior to closingclosing other than as a result of a default by the Selling Member, then the Selling Partner Member shall have 120 120-days to market, offer, negotiate and consummate the sale of the Marketed Interest to a third party; provided, however, the Selling Partner Member may not consummate any such sale to a third party unless (i) the acquisition consideration to be paid by such third party is at least equal in value to the consideration set forth in the Sale Offer and (ii) the other terms and provisions of such sale are not materially more favorable to such third party than the terms and provisions contained in the Sale Offer. If the Selling Partner Member is unable to consummate the sale of the Marketed Interest to a third party within in the 120-day period referred to in the immediately preceding sentence, such Selling Partner Member must make another Sale Offer to each of the Non-Selling PartnersMembers, as provided in Section 8.3(a), and otherwise comply with the provisions of this Section 8.3 in order to sell such Marketed Interest.

Negotiation with Third Party. If (i) no Non-Selling Partner Member delivers a Purchase Notice to the Selling Partner Member prior to the expiration of the Notice Period, (ii) the Non-Selling Partner(sMember(s) and the Selling Partner Member are unable to enter into a definitive agreement prior to the expiration of the Negotiation Period, or (iii) a definitive agreement is timely entered into but is subsequently terminated prior to closing, then the Selling Partner Member shall have 120 days to market, offer, negotiate and consummate the sale of the Marketed Interest to a third party; provided, however, the Selling Partner Member may not consummate any such sale to a third party unless (i) the acquisition consideration to be paid by such third party is at least equal in value to the consideration set forth in the Sale Offer and (ii) the other terms and provisions of such sale are not materially more favorable to such third party than the terms and provisions contained in the Sale Offer. If the Selling Partner Member is unable to consummate the sale of the Marketed Interest to a third party within in the 120-day period referred to in the immediately preceding sentence, such Selling Partner Member must make another Sale Offer to each of the Non-Selling PartnersMembers, as provided in Section 8.3(a), and otherwise comply with the provisions of this Section 8.3 in order to sell such Marketed Interest.

Negotiation with Third Party. If (i) no Non-Selling Partner Member delivers a Purchase Notice to the Selling Partner Member prior to the expiration of the Notice Period, (ii) the Non-Selling Partner(sMember(s) and the Selling Partner Member are unable to enter into a definitive agreement prior to the expiration of the Negotiation Period, or (iii) a definitive agreement is timely entered into but is subsequently terminated prior to closing, then the Selling Partner Member shall have 120 120-days to market, offer, negotiate and consummate the sale of the Marketed Interest to a third party; provided, however, the Selling Partner Member may not consummate any such sale to a third party unless (i) the acquisition consideration to be paid by such third party is at least equal in value to the consideration set forth in the Sale Offer and (ii) the other terms and provisions of such sale are not materially more favorable to such third party than the terms and provisions contained in the Sale Offer. If the Selling Partner Member is unable to consummate the sale of the Marketed Interest to a third party within in the 120-day period referred to in the immediately preceding sentence, such Selling Partner Member must make another Sale Offer to each of the Non-Selling PartnersMembers, as provided in Section 8.3(a), and otherwise comply with the provisions of this Section 8.3 in order to sell such Marketed Interest.

Negotiation with Third Party. If (i) no Non-Selling Partner Member delivers a Purchase Notice to the Selling Partner Member prior to the expiration of the Notice Period, (ii) the Non-Selling Partner(sMember(s) and the Selling Partner Member are unable to enter into a definitive agreement prior to the expiration of the Negotiation Period, or (iii) a definitive agreement is timely entered into but is subsequently terminated prior to closing, then the Selling Partner Member shall have 120 one hundred twenty (120) days to market, offer, negotiate and consummate the sale of the Marketed Interest to a third party; provided, however, the Selling Partner Member may not consummate any such sale to a third party unless (i) the acquisition consideration to be paid by such third party is at least equal in value to the consideration set forth in the Sale Offer and (ii) the other terms and provisions of such sale are not materially more favorable to such third party than the terms and provisions contained in the Sale Offer. If the Selling Partner Member is unable to consummate the sale of the Marketed Interest to a third party within in the one hundred twenty (120-) day period referred to in the immediately preceding sentence, such Selling Partner Member must make another Sale Offer to each of the Non-Selling PartnersMembers, as provided in Section 8.3(a), and otherwise comply with the provisions of this Section 8.3 in order to sell such Marketed Interest.