Common use of Right of First Opportunity for Tenant Opportunity Clause in Contracts

Right of First Opportunity for Tenant Opportunity. (a) During the term of this Agreement, if the MSH Parties develop a Tenant Opportunity, or if a Tenant Opportunity otherwise becomes available to the MSH Parties, the MSH Parties shall first offer such Tenant Opportunity to the OPCO Parties. The offer shall be made by written notice (the "MSH Notice") from the MSH Parties to the OPCO Parties, which MSH Notice shall contain a detailed description of the material terms and conditions under which the MSH Parties propose to offer such Tenant Opportunity to the OPCO Parties. The MSH Parties shall thereafter provide or cause to be provided promptly to the OPCO Parties such additional information relating to the Tenant Opportunity as the OPCO Parties reasonably may request. For a period of 30 days after the date that the MSH Parties deliver the MSH Notice to the OPCO Parties, the MSH Parties and the OPCO Parties shall negotiate with each other on an exclusive basis with respect to such Tenant Opportunity. If the MSH Parties and the OPCO Parties are unable to enter into a mutually satisfactory arrangement with respect to the Tenant Opportunity within such 30-day period, or if the OPCO Parties indicate that they are not interested in pursuing such Tenant Opportunity (in which event the OPCO Parties shall provide written notice to the MSH Parties as soon as the OPCO Parties decide against pursuing such opportunity), then the MSH Parties shall be free for a period of one year after the expiration of such 30-day period to enter into a binding agreement with respect to such Tenant Opportunity with any party at a price and on terms and conditions that are not materially more favorable to the tenant than the price and terms and conditions last proposed in writing by the MSH Parties to the OPCO Parties. If the MSH Parties do not enter into a binding agreement with respect to such Tenant Opportunity within such one-year period, or if the price and terms and conditions are more favorable to the tenant in any material respect than the price and terms and conditions last proposed in writing by the MSH Parties to the OPCO Parties, the MSH Parties shall again be required to comply with the procedures set forth above in this Section 3(a) if they desire to pursue such Tenant Opportunity. (b) The OPCO Parties agree to cooperate with the MSH Parties in structuring all dealings with outside parties in connection with any Tenant Opportunity that the OPCO Parties and the MSH Parties agree to enter into pursuant to Section 3(a) above. The OPCO Parties agree to cooperate with the MSH Parties in structuring any Tenant Opportunity with the MSH Parties as a "REIT-Qualified Investment" for the MSH Parties. The MSH Parties shall have the right, in their sole discretion, to structure any investment as a REIT-Qualified Investment, even if such structuring prevents the MSH Parties from creating a Tenant Opportunity for the OPCO Parties.

Right of First Opportunity for Tenant Opportunity. (a) During the term of this Agreement, if the MSH Parties develop a Tenant Opportunity, or if a Tenant Opportunity otherwise becomes available to the MSH Parties, the MSH Parties shall first offer such Tenant Opportunity to the OPCO Parties. The offer shall be made by written notice (the "MSH Notice") from the MSH Parties to the OPCO Parties, which MSH Notice shall contain a detailed description of the material terms and conditions under which the MSH Parties propose to offer such Tenant Opportunity to the OPCO Parties. The MSH Parties shall thereafter provide or cause to be provided promptly to the OPCO Parties such additional information relating to the Tenant Opportunity as the OPCO Parties reasonably may request. For a period of 30 days after the date that the MSH Parties deliver the MSH Notice to the OPCO Parties, the MSH Parties and the OPCO Parties shall negotiate with each other on an exclusive basis with respect to such Tenant Opportunity. If the MSH Parties and the OPCO Parties are unable to enter into a mutually satisfactory arrangement with respect to the Tenant Opportunity within such 30-day period, or if the OPCO Parties indicate that they are not interested in pursuing such Tenant Opportunity (in which event the OPCO Parties shall provide written notice to the MSH Parties as soon as the OPCO Parties decide against pursuing such opportunity), then the MSH Parties shall be free for a period of one year after the expiration of such 30-day period to enter into a binding agreement with respect to such Tenant Opportunity with any party at a price and on terms and conditions that are not materially more favorable to the tenant than the price and terms and conditions last proposed in writing by the MSH Parties to the OPCO Parties. If the MSH Parties do not enter into a binding agreement with respect to such Tenant Opportunity within such one-year period, or if the price and terms and conditions are more favorable to the tenant in any material respect than the price and terms and conditions last proposed in writing by the MSH Parties to the OPCO Parties, the MSH Parties shall again be required to comply with the procedures set forth above in this Section 3(a) if they desire to pursue such Tenant Opportunity. (b) The OPCO Parties agree to cooperate with the MSH Parties in structuring all dealings with outside parties in connection with any Tenant Opportunity that the OPCO Parties and the MSH Parties agree to enter into pursuant to Section 3(a) above. The OPCO Parties agree to cooperate with the MSH Parties in structuring any Tenant Opportunity with the MSH Parties as a "REIT-REIT- Qualified Investment" for the MSH Parties. The MSH Parties shall have the right, in their sole discretion, to structure any investment as a REIT-Qualified Investment, even if such structuring prevents the MSH Parties from creating a Tenant Opportunity for the OPCO Parties.