Right of First Offer Agreement. Promptly following (a) the acquisition of the Premises by Newco or a subsidiary of Newco in accordance with Paragraph 3 hereof or (b) the taking of title to the Premises by Newco or a subsidiary or affiliate of Newco by virtue of a foreclosure on the Premises, or the taking of a deed in lieu of foreclosure on the Premises, based upon a default under the Loan Agreement, Newco shall enter, or shall cause such subsidiary, as titleholder to the Premises, to enter into, without further consideration, a Right of First/Last Offer Agreement (the "Right of First/Last Offer Agreement"), which shall be prepared by counsel to EQR OP and shall be in form and substance satisfactory to EQR OP in the exercise of EQR OP's commercially reasonable judgment, which agreement shall be in substantially the same form as the Right of First/Last Offer Agreements entered into or required to be entered into pursuant to Article 2 of that certain Agreement Regarding Palomino Park of even date herewith.
Right of First Offer Agreement. The Right of First Offer Agreement shall be in full force and effect and the Xxxxx Organization shall not be in breach thereof.
Right of First Offer Agreement. The Right of First Offer Agreement shall be in full force and effect and neither the Company nor the Partnership shall be in breach thereof.
Right of First Offer Agreement. THIS RIGHT OF FIRST OFFER AGREEMENT (the “Agreement”) is executed this _______ day of ________, 2016 between Clover Nevada LLC, a Nevada limited liability company (“Grantor”), and [Klondex Holdings (USA) Inc. or its designee], a [Nevada Corporation] (“Grantee” and together with Grantor, the “parties”). For good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged by each party, the parties covenant and agree as follows:
Right of First Offer Agreement. SIGNATURE PAGE
Right of First Offer Agreement. In the event EMORY desires to license a technology that is an Option Invention or to license the field of Tuberculosis (the “Offered Technology”), EMORY shall deliver written notice thereof (the “First Offer Notice”) to COMPANY. The First Offer Notice shall describe with reasonable specificity the Offered Technology. The First Offer Notice shall constitute an offer by EMORY to license such Offered Technology to COMPANY, and COMPANY, if it desires to accept such offer, shall, within thirty (30) days after delivery of the First Offer Notice, give EMORY written notice to such effect (the “Acceptance Notice”). Such technology shall be added to this Agreement by way of an amendment thereto. If COMPANY shall fail to deliver or otherwise declines the Acceptance Notice within the time period provided, COMPANY shall be deemed to have waived its right to accept the offer reflected in the First Offer Notice as to the Offered Technology, but not as to other technology covered by the Option Invention, and EMORY may thereafter offer to license the Offer Technology without any further obligation whatsoever thereunder to COMPANY. In the event that COMPANY gives EMORY an Acceptance Notice, then, on such business day as COMPANY shall set forth in the Acceptance Notice, which shall be not less than thirty (30) days nor more than one hundred twenty (120) days after the giving of the Acceptance Notice, COMPANY and EMORY shall enter into an amendment of this Agreement for the license of the Offered Technology. EXHIBIT “A” COMPANY'S FORM OF STOCK SUBSCRIPTION AGREEMENT INHIBIKASE THERAPEUTICS, INC. SUBSCRIPTION AGREEMENT To: Mxxxxx Xxxxxx, Ph.D. President & CEO Inhibikase Therapeutics, Inc. From: Emory University Emory University (the “Subscriber”) hereby irrevocably agrees to acquire from Inhibikase Therapeutics, Inc. (the “Company”) the number of shares of Common Stock of the Company (the “Shares”) shown beside the duly authorized signature below in partial consideration of the license granted to Company for certain intellectual property rights of the Subscriber, on the following terms and conditions (the “Subscription”). To induce Subscriber to make this Subscription and acquire the Shares from Company, Company hereby represents and warrants that it has all requisite authority to sell and issue the Shares. To induce Company to accept this Subscription and issue the Shares to Subscriber, I, the Subscriber, hereby represent, warrant, covenant to and agree with Company as follow...
Right of First Offer Agreement. The parties acknowledge that certain Owned Shares are subject to that Right of First Offer Agreement, dated December 1, 2009, entered into between MHC and Xxxxxx X. Xxxxxx, Xx. and Xxxxxx XxXxxxxx, Co-Trustees of the Merchants Holding Company Stock Share of the Survivor's Trust under the 1996 Xxxxxx Family Trust dated April 2, 1996, as amended (the "RoFO Agreement"). To the extent the RoFO Agreement conflicts with the terms of, or otherwise restricts the transactions contemplated under, this Agreement, MHC hereby waives such conflict(s) or restriction(s).
Right of First Offer Agreement. The Company shall have delivered a Right of First Offer Agreement to Xxxx Xxxxxx.
Right of First Offer Agreement. After the date hereof, the Sellers, Eckerd and Buyer agree to negotiate in good faith to enter into a Right of First Offer Agreement at the Closing providing for certain rights relating to businesses acquired by the parties after the Closing.
Right of First Offer Agreement. This Right of First Offer Agreement (this “Agreement”), dated as of [ ] (the “Effective Date”), is by and between ANTERO RESOURCES CORPORATION, a Delaware corporation (“Producer”), and ANTERO RESOURCES MIDSTREAM LLC, a Delaware limited liability company (“Midstream”). Producer and Midstream may be referred to herein individually as a “Party” or collectively as the “Parties.”
