Common use of Right of First Clause in Contracts

Right of First. Refusal If at any time during the term of this Sublease, Sublessor desires to sublease any other space Sublessor has remaining under the Main Lease, and receives a bona fide offer from a third party that Sublessor is willing and proposes to accept, Sublessor shall give sublessee the right of first refusal to sublease such space an terms and conditions not less favorable to Sublessee than those contained in the bond fide offer. Upon receipt of such offer (which can be a letter of intent), Sublessor shall immediately notify Sublessee in writing of the rental price and terms of the bona fide offer along with the name and address of the offeror and Sublessee shall have five (5) business days within which to elect to exercise its right to sublease the space. If, during this five (5) day period, Sublessee elects to sublease the space, Sublessee shall so notify Sublessor in writing and the parties shall execute a sublease of the space within ten (10) business days immediately following the expiration of the five (5) day option period. Should Sublessee fail to notify Sublessor in writing during the five (5) day option period, then Sublessor may sublease to the third party at the rental price and on the terms set forth in the bona fide offer. 12. General (a) This Sublease embodies the entire agreement between the parties hereto relative to the subject matter hereof and shall not be modified, changed, or altered in any respect except in writing. (b) The covenants agreements, and obligations herein contained shall extend to, bind, and inure to the benefit not only of the parties hereto but their successors and assigns; and where more than one party shall be Sublessor under this Sublease, the word "Sublessor" whenever used in this Sublease shall be deemed to include all such parties jointly and severally. (c) Whenever under this Sublease, a provision is made for notice of any kind, such notice shall be in writing and signed by or on behalf of the party giving or making the same, and it shall be deemed sufficient notice and service thereof if such notice is sent by registered or certified mail, postage prepaid, to the address furnished for such purpose. Copies of any notices to the Sublessee shall also be sent to (1) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000, Attn: Xxxx Xxxxx, Real Estate Manager, and (2) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000 Attn: Xxxxx X.

Right of First. Refusal If at Offer Sublandlord hereby grants to Subtenant a right of first offer ("Right of First Offer") with respect to the x.Xxxxxxx Corporation Lab area, consisting of approximately 3,000 square feet, located adjacent to the Premises as depicted on Exhibit "B" ("Expansion Space"). Subtenant's Right of First Offer shall be on the terms and conditions set forth in this Section 6. The First Offer Right shall begin only after the expiration or earlier termination of the Sublease Agreement between Sublandlord and x.Xxxxxxx Corporation, a Delaware corporation, including any renewal or extension of such sublease (whether or not such renewal or extension is under an express written provision in such sublease or consummated under a sublease amendment or new sublease). At any time during the term of this Sublease, Sublessor desires if Sublandlord determines that any Expansion Space will become available for lease to sublease any other space Sublessor has remaining third parties, Sublandlord shall provide Subtenant with written notice ("First Offer Notice"). The First Offer Notice shall (a) describe the Expansion Space that will become available for lease; and (b) state all the material terms under the Main Lease, and receives a bona fide which Sublandlord intends to offer from a third party that Sublessor is willing and proposes to accept, Sublessor shall give sublessee the right of first refusal to sublease such space an terms and conditions not less favorable to Sublessee than those contained in the bond fide offerother prospective subtenants. Upon receipt of such offer (which can be a letter of intent), Sublessor shall immediately notify Sublessee in writing of the rental price and terms of the bona fide offer along with the name and address of the offeror and Sublessee Subtenant shall have five (5) business days within from and after the receipt of the First Offer Notice from Sublandlord, in which to elect to exercise its right to sublease lease the space. If, during this five (5) day period, Sublessee elects to sublease the space, Sublessee shall so notify Sublessor in writing and the parties shall execute a sublease of the space within ten (10) business days immediately following the expiration of the five (5) day option period. Should Sublessee fail to notify Sublessor in writing during the five (5) day option period, then Sublessor may sublease to the third party Expansion Space at the rental price rate and on the terms and conditions contained in the First Offer Notice. If Subtenant does not elect to lease the Expansion Space, then Subtenant's Right of First Offer shall terminate and Sublandlord shall be free to lease the Expansion Space to anyone on any terms at any time during the Term, without any obligation to provide Subtenant with a further right to lease that space. Subtenant's election to lease the Expansion Space described in the First Offer Notice, shall be subject to the following conditions: 6.1 The First Offer Right may be exercised only by written notice delivered by Subtenant to Sublandlord within the five business day period following receipt by Subtenant of the First Offer Notice; 6.2 Subtenant is not in default under this Sublease at the time of exercise or as of the date of the scheduled date of delivery of the specific Expansion Space; 6.3 The exercise of the First Offer Right by Subtenant shall be irrevocable and shall cover the entire Expansion Space described in the First Offer Notice; and 6.4 The rights contained in this Section 6, shall be personal to the originally name Subtenant and may be exercised only by the originally named Subtenant (and not any assignee, sublessee, or other transferee of Subtenant's interest in this Lease). If Subtenant properly exercises the First Offer Right under this Xxxxxxx 0, Xxxxxxxxxxx shall deliver the specific Expansion Space to Subtenant on the date set forth in the bona fide offer. 12. General First Offer Notice (a"Delivery Date") This Sublease embodies in its AS-IS condition, the entire agreement between specific Expansion Space shall become part of the parties hereto relative to Premises, and the subject matter hereof Base Rent and Subtenant's Proportionate Share shall be adjusted (in accordance with the First Offer Notice) and shall not be modified, changed, or altered in any respect except in writing. (b) The covenants agreements, and obligations herein contained shall extend to, bind, and inure to commence on the benefit not only Delivery Date. Subtenant's lease of the parties hereto but their successors and assigns; and where more than one party specific Expansion Space shall be Sublessor under this Subleaseon the same terms and conditions as affect the original Premises from time to time, the word "Sublessor" whenever used except as otherwise provided in this Sublease shall be deemed to include all such parties jointly and severallySection 6. (c) Whenever under this Sublease, a provision is made for notice of any kind, such notice shall be in writing and signed by or on behalf of the party giving or making the same, and it shall be deemed sufficient notice and service thereof if such notice is sent by registered or certified mail, postage prepaid, to the address furnished for such purpose. Copies of any notices to the Sublessee shall also be sent to (1) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000, Attn: Xxxx Xxxxx, Real Estate Manager, and (2) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000 Attn: Xxxxx X.

Right of First. Refusal If at any time during the term of this Sublease, Sublessor desires #1 (Suite 114): Landlord hereby grants to sublease any other space Sublessor has remaining under the Main Lease, and receives a bona fide offer from a third party that Sublessor is willing and proposes to accept, Sublessor shall give sublessee Tenant the right of first refusal to sublease such lease all of the adjacent space an containing 5,400 rentable square feet, known as Suite 114, (the "Adjacent Space #1") upon the terms and conditions contained herein. So long as Tenant is not less favorable then in default under the Lease, Landlord will notify Tenant when it has made a proposal to Sublessee than those contained in the bond fide offer. Upon receipt of such offer (which can be a letter of intent), Sublessor shall immediately notify Sublessee in writing lease any portion of the rental price Adjacent Space #1 to a third party (other than BellSouth Entertainment, Inc.) and the terms and conditions upon which it is willing to lease such space. Tenant shall provide written notice to Landlord, as to Tenant's decision to lease or not to lease that portion of the bona fide offer along with the name and address of the offeror and Sublessee shall have five Adjacent Space #1 within seven (57) business days within which after Landlord's notice to elect to Tenant is received. If Tenant does not provide written notice or indicates that it will not exercise its right of first refusal, this right will expire and Landlord shall have no future obligations to sublease Tenant with regard to that portion of the spaceAdjacent Space #1 which was subject to such notice. IfIf Tenant does provide such notice to lease the Adjacent Space #1 for a term not to exceed the remaining initial term of this Lease, during this five (5) day period, Sublessee elects to sublease the space, Sublessee shall so notify Sublessor in writing Landlord and the parties shall Tenant will execute a sublease lease for the Adjacent Space #1 within a reasonable time after Landxxxx'x xeceipt of Tenant's notice of intent to lease on all the same terms as this Lease except for the rental terms, and other matters which shall be mutually agreed upon by Landlord and Tenant. This right of first refusal to lease the Adjacent Space #1 is personal to Horizon Pharmaceutical Corporation and may not be assigned in connection with an assignment of this Lease or otherwise, except for an assignment as contemplated in Section 20.02. This right is subordinate to the rights to BellSouth Entertainment, Inc. to lease the space within ten (10) business days immediately following the expiration of the five (5) day option period. Should Sublessee fail to notify Sublessor as contained in writing during the five (5) day option periodthat certain Lease Agreement by and between ASC North Fultxx Xxxociates Joint Venture and BellSouth Entertainment, then Sublessor may sublease to the third party at the rental price and on the terms set forth in the bona fide offer. 12. General (a) This Sublease embodies the entire agreement between the parties hereto relative to the subject matter hereof and shall not be modifiedInc. dated July 2, changed, or altered in any respect except in writing1997. (b) The covenants agreements, and obligations herein contained shall extend to, bind, and inure to the benefit not only of the parties hereto but their successors and assigns; and where more than one party shall be Sublessor under this Sublease, the word "Sublessor" whenever used in this Sublease shall be deemed to include all such parties jointly and severally. (c) Whenever under this Sublease, a provision is made for notice of any kind, such notice shall be in writing and signed by or on behalf of the party giving or making the same, and it shall be deemed sufficient notice and service thereof if such notice is sent by registered or certified mail, postage prepaid, to the address furnished for such purpose. Copies of any notices to the Sublessee shall also be sent to (1) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000, Attn: Xxxx Xxxxx, Real Estate Manager, and (2) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000 Attn: Xxxxx X.

Right of First. Refusal If at Tenant shall be granted an ongoing right of first ---------------------- refusal on any time during space that is to be rented in the Building or becomes vacant over the term of this Subleasethe lease. Landlord shall provide Tenant notice of the availability of space not more than one hundred eighty (180) days nor less than forty-five (45) days prior to the date such space will be available for occupancy, Sublessor desires to sublease any other which notice shall specify the date such space Sublessor has remaining under the Main Leasewill be available for occupancy, and receives a bona fide offer from a third party that Sublessor is willing and proposes to accept, Sublessor Tenant shall give sublessee the right of first refusal to sublease such space an terms and conditions not less favorable to Sublessee than those contained in the bond fide offer. Upon receipt of such offer (which can be a letter of intent), Sublessor shall immediately notify Sublessee in writing of the rental price and terms of the bona fide offer along with the name and address of the offeror and Sublessee shall have five (5) business days within which to elect to exercise its right to sublease the space. If, during this five (5) day period, Sublessee elects to sublease the space, Sublessee shall so notify Sublessor in writing and the parties shall execute a sublease of the space provide notice within ten (10) business days immediately following from the expiration of date it receives Landlord's notice to accept or decline the five (5) day option periodspace. Should Sublessee fail If Tenant provides notice to notify Sublessor in writing during accept the five (5) day option periodspace, then Sublessor may sublease to the third party at the rental price and on the terms set forth in the bona fide offer. 12. General (a) This Sublease embodies the entire agreement between the parties hereto relative to the subject matter hereof and shall not be modified, changed, or altered in any respect except in writing. (b) The covenants agreements, and obligations herein contained shall extend to, bind, and inure to the benefit not only of the parties hereto but their successors and assigns; and where more than one party shall be Sublessor under this Sublease, the word "Sublessor" whenever used in this Sublease shall be deemed to include all such parties jointly and severally. (c) Whenever under this Sublease, a provision is made for notice of any kind, such which notice shall be in writing and signed by or on behalf binding, Tenant shall take possession of the party giving or making space when it is made available for occupancy, with a term to be coterminous with Tenant's existing lease provided a minimum of twenty-four (24) months remains on Tenant s existing lease. The rental rate for such space shall be fixed at the sameMarket Rate at the time Tenant accepts the space. "Market Rate" shall mean the rent that third parties are paying at the time for comparable space in the Raleigh area, and it which shall take into account improvements allowances, free rent, base year expense stops, and other terms and incentives offered to such third parties. If Landlord does not receive Tenant's notice within the ten (10) day period or Tenant declines to accept the space, Tenant's right of first refusal shall be deemed sufficient notice null and service thereof void and Landlord may lease the space to another tenant in Landlord's sole discretion, provided that if such notice is sent by registered space again becomes available to be rented or certified mailvacant after six (6) months, postage prepaid, to the address furnished for such purpose. Copies Tenant's right of any notices to the Sublessee first refusal shall also be sent to (1) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000, Attn: Xxxx Xxxxx, Real Estate Manager, and (2) Coca-Cola Enterprises Inc., X.0. Xxx 000000, Xxxxxxx, Xxxxxxx 00000-0000 Attn: Xxxxx X.again apply.