Right of First Refusal - Future Financing Sample Clauses

Right of First Refusal - Future Financing. Borrower shall provide to Lender the opportunity to grant financing to Borrower in connection with future requests for financing of real estate. Should Lender, in its sole and absolute discretion, elect not to offer such financing, Borrower may seek alternative financing; however, prior to accepting such alternative financing, Borrower shall provide to Lender a right of first refusal to offer financing under the same terms and conditions as the alternative lender (the “Right of First Refusal”). If Lender elects to provide financing on such terms as set forth in the term letter of such alternate lender, Lender shall have within ten (10) business days from and after receipt of written notice from Borrower of its intent to pursue alternative financing to exercise the Right of First Refusal, offering a term letter to Borrower on substantially similar terms of those offered by the alternate lender. Should Lender exercise the Right of First Refusal, Lender shall issue thereafter, following formal loan approval, a credit facility with respect to such financing which shall be substantially similar to the provisions contained within the term letter. Borrower shall either accept Lender’s credit facility letter or reject the same, in which later event the Right of First Refusal shall apply with respect to any subsequent financing. The foregoing Right of First Refusal shall not apply to any seller financing obtained by Borrower in connection with Borrower’s acquisition of real estate.
Sample 1Sample 2
AutoNDA by SimpleDocs
Right of First Refusal - Future Financing. For eighteen (18) months from and after the date hereof, in the event that the Company solicits, or is advised by an investment banker or financing specialist to solicit, investment capital by means of any private placement of securities or other financing efforts utilizing securities of the Company, the Company shall first offer to the undersigned the ability to participate in all or part of such private placement or financing. The undersigned shall accept or reject the offer within five business (5) days of receipt of the offer. Such response shall be made in writing via certified mail, return receipt requested, or via overnight mail. In the event that the undersigned agrees to provide such future financing, the undersigned shall be required to provide such financing at a discounted commission rate of five percent (5%). This provision shall not be effective for any investment opportunity not generated through the initial efforts of the Company.
Sample 1Sample 2
Right of First Refusal - Future Financing. For eighteen (18) months from and after the date hereof, in the event that the Company solicits, or is advised by an investment banker or financing specialist to solicit, investment capital by means of any private placement of securities or other financing efforts utilizing securities of the Company, the Company shall first offer to the undersigned the ability to participate in all or part of such private placement or financing. The undersigned shall accept or reject the offer within five business (5) days of receipt of the offer. Such response shall be made in writing via certified mail, return receipt requested, or via overnight mail. If the undersigned does not accept such offer within such five (5) business day period, such offer shall be deemed rejected for purposes of this Agreement. In the event that the undersigned agrees to provide such future financing, the undersigned shall be required to provide such financing at a discounted commission rate of five percent (5%).
Sample 1Sample 2
Right of First Refusal - Future Financing. For eighteen (18) months from and after the date hereof, in the event that the Company solicits, or is advised by an investment banker or financing specialist to solicit, investment capital by means of any private placement of securities or other financing efforts utilizing securities of the Company, the Company shall first offer to the subscriber the ability to participate in all or part of such private placement or
Sample 1
Right of First Refusal - Future Financing. For eighteen (18) months from and after the date hereof, in the event that the Company desires to engage in any private placement of securities or other financing efforts utilizing securities of the Company, the Company shall first offer to the undersigned the ability to participate in all or part of such private placement or financing. The undersigned shall accept or reject the offer within five business (5) days of receipt of the offer. Such response shall be made in writing via certified mail, return receipt requested, or via overnight mail. In the event that the undersigned agrees to provide such future financing, the undersigned shall be required to provide such financing at a discounted commission rate of five percent (5%).
Sample 1

Related to Right of First Refusal - Future Financing

  • 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 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 1933 Act), (ii) issuances to employees, officers, directors, contractors, consultants or other advisors approved by the Board, (iii) issuances to strategic partners or other parties in connection with a commercial relationship, or providing the Company with equipment leases, real property leases or similar transactions approved by the Board (iv) 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.

  • Company Right of First Refusal (a) Before the Warrant, any portion thereof or any Shares may be sold or otherwise transferred by the Holder, the Company shall have a right of first refusal to purchase the Warrant, such portion thereof and/or any such Shares, as the case may be, on the terms and conditions set forth in this Section 11.

  • Right of First Offer In the event a Member desires to Transfer all or any part of its Interest, such Members (the “Selling Member”) shall first deliver a written notice (the “Section 11.1 Notice”) to the other Member (the “Second Member”) which notice shall specify the portion of the Selling Member’s Interest to be sold (the “Offered Interest”). Within thirty (30) days after its receipt of the Section 11.1 Notice, the Second Member shall have the right to offer to purchase (the “First Offer”) all, but not less than all, the Offered Interest at a price payable only in case (the “First Offer Price”) and on such other terms and conditions as shall be set forth in the First Offer. Within thirty (30) days after its receipt of the First Offer, the Selling Members shall either accept or reject the First Offer. If the Selling Member accepts the First Offer, the Selling Member shall sell, and the Second Member shall purchase, the Offered Interest at a closing to be held at a time not later than sixty (60) days (or such longer period, if any, pending any necessary Regulatory Approval or removal of Liens) after the Selling Member’s acceptance of the First Offer and at such location as may be mutually agreed upon, at which time the Offered Interest shall be delivered, free and clear of all Liens which may have been imposed on the Offered Interest and are not connected with the financing or operation of the Company itself, against payment of the First Offer Price. In order to comply with applicable regulatory requirements, the purchasing Member may designate (i) a third party to purchase any portion of the Offered Interest which the purchasing Member has committed to purchase hereunder if the Offered Interest constitutes all of the Selling Member’s equity and debt interest in the Company, or (ii) a third party reasonably acceptable to the Selling Member to purchase any portion of the Offered Interest which the purchasing Member has committed to purchase hereunder if the Offered Interest constitutes less than all of the Selling Member’s equity and debt interest in the Company. If the Selling Member rejects or does not timely accept the First Offer, then the Selling Member shall have one hundred and twenty (120) days (or such longer period, if any, required to obtain any necessary Regulatory Approval or to remove any Liens) following such rejection within which to consummate the sale of the Offered Interest at a price per share in cash greater than the First Offer Price and in all other respects upon terms and conditions no less favorable than those specified in the First Offer. If no such sale occurs within such 120-day period (or longer period as described above), the Offered Interest shall again be subject to all of the restrictions set forth in this Section 11.1(b).

  • Exercise of Right of First Refusal At any time within thirty (30) days after receipt of the Notice, the Company and/or its assignee(s) may, by giving written notice to the Holder, elect to purchase all, but not less than all, of the Shares proposed to be transferred to any one or more of the Proposed Transferees, at the purchase price determined in accordance with subsection (c) below.

Time is Money Join Law Insider Premium to draft better contracts faster.