Common use of Negotiations with Third Parties Clause in Contracts

Negotiations with Third Parties. Neither the Sponsor nor any of its representatives, agents or Affiliates shall solicit offers from, or negotiate or enter into any agreement with, any Third Party for the Sale of any ROFO Asset (or any portion thereof) during the Negotiation Period, and, should the Parties agree on definitive terms during such Negotiation Period, prior to the consummation of such proposed Sale. The Operating Company agrees and acknowledges that during the Third Party Sale Period for any ROFO Asset and the applicable proposed Sale: (a) the Sponsor shall have the absolute right to solicit offers from, negotiate with, and enter into agreements with, any Third Party for the Sale of such ROFO Asset, on terms in all material respects no less favorable to the Sponsor than those offered to the Operating Company, and (b) the Sponsor shall have no further obligation to negotiate with the Operating Company regarding, or offer the Operating Company the opportunity to acquire any interest in, such ROFO Asset; provided, that the price received by the Sponsor as consideration for the Sale of any ROFO Asset to a Third Party shall be no less than the price offered to the Operating Company in the Transaction Notice for the proposed Sale of such ROFO Asset; provided, further, that following any Third Party Sale Period for any ROFO Asset during which no Sale to a Third Party has occurred, the Sponsor shall comply with Section 2.1 (including by delivering a Transaction Notice and negotiating during the Negotiation Period) prior to any Sale of such ROFO Asset to a Third Party (or any entry into any agreement in writing to undertake such Sale).

Negotiations with Third Parties. Neither the Sponsor XXXX nor any of its representatives, agents or Affiliates (other than NEE Partners and its Subsidiaries, which Subsidiaries shall not include any XXXX ROFO Asset prior to the acquisition thereof by NEE Operating LP or any of its Subsidiaries) shall solicit offers from, or negotiate or enter into any agreement with, any Third Party for the Sale of any XXXX ROFO Asset (or any portion thereof) during until the expiration of the Negotiation Period, and, should Period related to such XXXX ROFO Asset and the Parties agree on definitive terms during such Negotiation Period, prior to the consummation of such applicable proposed Sale. The NEE Operating Company LP agrees and acknowledges that during the Third Party Sale Period for any XXXX ROFO Asset and the applicable proposed Sale: (a) the Sponsor XXXX shall have the absolute right to solicit offers from, negotiate with, and enter into agreements with, any Third Party for the Sale of such XXXX ROFO Asset, on terms in all material respects no less favorable to the Sponsor XXXX than those offered to the NEE Operating CompanyLP, and (b) the Sponsor XXXX shall have no further obligation to negotiate with the NEE Operating Company LP regarding, or offer the NEE Operating Company LP the opportunity to acquire any interest in, such XXXX ROFO Asset; provided, that the price received by the Sponsor as consideration for final terms of the Sale of any XXXX ROFO Asset to a any Third Party shall be on terms in all material respects no less favorable to XXXX than the price those offered to the NEE Operating Company in the Transaction Notice for the proposed Sale of such ROFO AssetLP; provided, provided further, that following any Third Party Sale Period for any XXXX ROFO Asset during which no Sale to a Third Party has occurred, the Sponsor XXXX shall comply with Section 2.1 (including by delivering a Transaction Notice and negotiating during the Negotiation Period) prior to any Sale of such XXXX ROFO Asset to a Third Party (or any entry into any agreement in writing to undertake such Sale).