Right of First Refusal Option a. If Lessor elects, during the Term to (i) sell or otherwise transfer all or any portion of the Premises, whether separately or as part of a larger parcel of which the Premises is a part, or (ii) grant to a third party by easement or other legal instrument an interest in and to that portion of the Premises occupied by Lessee, or a larger portion thereof, with or without an assignment of this Agreement to such third party, Lessee shall have the right of first refusal to meet any bona fide offer of sale or transfer on the same terms and conditions of such offer. If Lessee fails to meet such bona fide offer, in writing, within ten (10) days after written notice thereof from Lessor, Lessor may sell or grant the easement or interest in the Premises or portion thereof to such third person in accordance with the terms and conditions of such third party offer. For purposes of this Paragraph, any transfer, bequest or devise of Lessor’s interest in the Premises shall not be considered a sale of the Premises for which Lessee has any right of first refusal.
b. Lessee, as part of the consideration herein, is hereby granted the exclusive right, option and privilege of purchasing the Premises (the “Option”), in accordance with the terms and conditions set forth below. Provided, that Lessee is not then in default, Lessee may exercise the Option by written notice to Lessor not more than ninety (90) days prior to the expiration of the Term. The Option, if not already exercised, shall expire upon the earlier of the termination or expiration of the Term.
i. The purchase price for the Premises upon exercise of the Option shall be $50,000.00, payable in cash, certified check, or check at closing of the Option exercise, as set forth below.
ii. The Premises shall also include all land, together with all improvements thereon, all appurtenant rights, privileges, easements, buildings, fixtures, heating, electrical, plumbing and air conditioning fixtures and facilities.
iii. Lessor shall convey marketable title to the Premises with the above described inclusions, by good and sufficient general warranty deed in fee simple absolute, on or before closing; said title to be free, clear, and unencumbered, subject to only to legal highways, governmental ordinances, zoning ordinances, easements, reservations, agreements, conditions and restrictions of record and taxes and assessments. Title shall be duly conveyed to Lessee and/or its assigns.
iv. The deed shall be delivered and the purchase...
Right of First Refusal Option. The Tenant is hereby granted a continuing right of first refusal (the “ROFR”) to lease the approximately 14,875 square feet of contiguous space to the south of the Premises also known as Suite 300 (hereinafter sometimes called the “ROFR Space”) as such space is available.
Right of First Refusal Option. (a) If a Member receives a bona fide offer for the purchase or other form of transfer of all or part of its Membership Interest which it wishes to accept, then the Member desiring to accept the third party offer (the "Approached Member") shall first give Notice of an irrevocable offer, including a complete copy of the third party offer, to sell its Membership Interest to the other Member (the "Unapproached Member") on terms and conditions no less favorable to the Unapproached Member than those contained in the third party offer (the "First Refusal Offer").
(b) The Unapproached Member shall have thirty (30) days from receipt of the First Refusal Offer to give Notice to the Approached Member that it is exercising its right of first refusal and will purchase the Approached Member's Membership Interest on the terms and conditions contained in the First Refusal Offer. Failure to accept the First Refusal Offer within the thirty (30) day period shall be conclusively deemed to constitute a rejection of the First Refusal Offer. If the First Refusal Offer is accepted in the manner set forth in Section 10.2, the - 11 - 16 closing shall take place within forty-five (45) days after such written acceptance. If, on the other hand, the First Refusal Offer is rejected, or the Unapproached Member having accepted the First Refusal Offer fails to close within forty-five (45) days, then the Approached Member shall be free to sell its Membership Interest to the proposed third party purchaser on terms no more favorable to the third party purchaser than those presented in the First Refusal Offer. The purchaser of the Membership Interest shall execute this Agreement and its Membership Interest shall be subject to the terms and obligations of this Agreement governing a Membership Interest.
Right of First Refusal Option. Tenant shall be allowed a one-time only right of first refusal option on the immediately adjacent leasable space on the terms more particularly set forth in Exhibit B attached to this Amendment and made a part hereof. All other right of first refusal options, right of first offer options, expansion options, or any other similar options previously given under the Lease, including as set forth in Paragraph 11 of the Seventh Amendment, are deleted.
Right of First Refusal Option. Other than Buyer pursuant to this Agreement, no other party has any right (including any right of first refusal or first offer) or option to purchase or otherwise acquire the Hotel or any portion thereof or any interest therein.
Right of First Refusal Option. The Eligible Investors may exercise such Right of First Refusal Option within 20 Business Days of receiving the Right of First Refusal Notice (the “Right of First Refusal Notice Period”), up to their respective pro rata share of the Right of First Refusal Units, upon the terms and conditions and for the purchase price set forth in the Right of First Refusal Notice. Those Eligible Investors who have elected to purchase their full pro rata share and who have notified such selling Member within the Right of First Refusal Notice Period that they desire to purchase more than their full pro rata share of the Right of First Refusal Units may purchase their respective pro rata share of any remaining balance of the Right of First Refusal Units. After the expiration of the Right of First Refusal Notice Period, the selling Member shall have the power to sell all of the Right of First Refusal Units that have not been purchased to one or more third parties, but only upon the terms and conditions and for the purchase price in each case no less favorable to the selling Member than those set forth in the Right of First Refusal Notice and subject to further compliance with Section 9.6(b) regarding tag-along rights. In each case, the phrase “pro rata share” as used in this Section 9.3(a) shall mean such Eligible Investor’s pro rata share based on the Eligible Investor’s respective Fully-Funded Percentage Interest.
Right of First Refusal Option. Tenant shall have the Right of First Refusal as set forth in Exhibit E attached hereto.
Right of First Refusal Option. Provided Tenant is not in Default under this Lease at the applicable time and subject to existing rights of other tenants in the Building, Tenant, during the Refusal Period (hereinafter defined), shall, in the manner described by and in compliance with the terms and provisions of this Article, have a non-assignable and non-transferable right of first refusal to expand the Premises to include all or any portion of the Expansion Space (hereinafter defined).
(a) If at any time during the Refusal Period, Landlord shall either (i) receive a bona-fide offer from a third party to lease all or a portion of the Expansion Space, which Landlord is prepared to accept, or (ii) prepares a proposal pertaining to all or a portion of the Expansion Space which Landlord is prepared to offer as a lease proposal to a third party, then in either such event,
Right of First Refusal Option. To the extent any one of the Right of First Refusal Lot Owner(s) fails to fulfill its agreements hereunder, then Tenant agrees that such event shall not be considered a Landlord default under the Lease and to look solely to such Right of First Refusal Lot Owner(s) then equity interest in the Right of First Refusal Lots, as the case may be, and all proceeds thereof and all insurance proceeds and condemnation awards, subject to the prior claims of such Right of First Refusal Lot Owner(s)' mortgagee(s) at the time owed for recovery of any judgment from such Right of First Refusal Lot Owner; it being agreed and understood that neither such Right of First Refusal Lot Owner (original or successor), nor any partner (general or limited), associate, participant, principal (disclosed or undisclosed), agent, employee, trustee or other fiduciary, beneficiary or, officer or any person or entity in or of any partnership, association, joint venture, corporation or other entity, trust or estate from time to time owning such Right of First Refusal Lot Owner(s)' interest in said Right of First Refusal Lots, as the case may be, shall ever be personally liable for any such judgment or for the payment of any monetary obligation to Tenant (it being agreed by Tenant that such exoneration from personal liability is and shall be absolute and completely no exception whatsoever). Notice of the rights contained herein shall be recorded by the Right of First Refusal Lot Owner(s)' at the appropriate Registry of Deeds by notice in a form and substance reasonably satisfactory to Tenant and Landlord.
Right of First Refusal Option. For the Option Fee (as hereafter defined) and other good and valuable consideration, RS Cambridge Apartments, LLC, a Delaware limited liability company (the “Grantor”) having an address of 2000 Xxxx Xxxxx Xxxx, Xxxx Xxxx Xxxx, XX 00000, hereby grants to RealSource Residential, Inc. (“Grantee”), having an address of 2000 Xxxx Xxxxx Xxxx, Xxxx Xxxx Xxxx, XX 00000, the right of first refusal and an option to purchase the Property (as defined herein) under the terms and conditions hereof: THE REAL PROPERTY located in Hxxxxxxx County, Mississippi, as described on Exhibit “A” hereto (the “Property”); TOGETHER WITH all of Gxxxxxx’s right, title and interest in all rights, easements, appurtenances, buildings, improvements, fixtures and hereditaments upon, under or directly or indirectly associated with or connected with such property and subject to all encumbrances thereon. Attachment: Exhibit “A” -- Description of Property
