Common use of Third-Party Exercise Clause in Contracts

Third-Party Exercise. If a third party gives valid and timely notice of its exercise of a Preferential Right to purchase any of the Assets, the affected Assets will not be sold to Buyer and the Purchase Price will be adjusted by the Allocated Value of the affected Assets. If Buyer has allocated a positive Allocated Value to the Preferential Right Asset, the Purchase Price will be reduced by the dollar amount of the positive allocation. If Buyer has allocated a negative Allocated Value to the Preferential Right Asset, the Purchase Price will be increased by the absolute value of the negative allocation. Buyer remains obligated to purchase the remainder of the Assets not affected by exercised Preferential Rights without reduction to the Purchase Price attributable to such unaffected Assets in accordance with the terms of this Agreement.

Appears in 5 contracts

Samples: Purchase and Sale Agreement, Purchase and Sale Agreement, Purchase and Sale Agreement (Rosetta Resources Inc.)

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Third-Party Exercise. If a third party gives valid and timely notice of its exercise of a Preferential Right to purchase any of the Assets, the affected Assets will not be sold to Buyer and the Purchase Price will be adjusted by the Allocated Value of the affected Assets. If Buyer has allocated a positive Allocated Value to the Preferential Right Asset, the Purchase Price will be reduced by the dollar amount of the positive allocation. If Buyer has allocated a negative Allocated Value to the Preferential Right Asset, the Purchase Price will be increased by the absolute value of the negative allocation. Buyer remains obligated to purchase the remainder of the Assets not affected by exercised Preferential Rights without reduction to the Purchase Price attributable to such unaffected Assets in accordance with the terms of this Agreement.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Constellation Energy Partners LLC), Purchase and Sale Agreement (Constellation Energy Partners LLC)

Third-Party Exercise. If a third party gives valid and timely notice of its intent to exercise of a Preferential Right preferential right to purchase any of the Assets, the affected Assets will not be sold to Buyer and the Purchase Price will be adjusted by the Allocated Value of allocation for the affected AssetsAsset. If Buyer has allocated a positive Allocated Value dollar amount to the Preferential Right preferential right Asset, the Purchase Price will be reduced by the dollar amount of the positive allocation. If Buyer has allocated a negative Allocated Value dollar amount to the Preferential Right preferential right Asset, the Purchase Price will be increased by the absolute value of the negative allocation. Buyer remains obligated to purchase the remainder of the Assets not affected by exercised Preferential Rights without reduction preferential rights to purchase. Any preferential purchase right must be exercised subject to and on the Purchase Price attributable to such unaffected Assets in accordance with the same terms and conditions of this Agreement.

Appears in 1 contract

Samples: Asset Sale Agreement (Xto Energy Inc)

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Third-Party Exercise. If a third party gives valid and timely notice of its exercise of a Preferential Right to purchase acquire any of the AssetsAssets (“Preferential Right Asset”), the affected Assets Preferential Right Asset will not be sold to Buyer and the Purchase Price will be adjusted by the Allocated Value of the affected Assets. If Buyer has allocated a positive Allocated Value to the Preferential Right Asset, the Purchase Price will be reduced by the dollar amount of the positive allocation. If Buyer has allocated a negative Allocated Value to the Preferential Right Asset, the Purchase Price will be increased by the absolute value of the negative allocation. Buyer remains obligated to purchase the remainder of the Assets not affected by exercised Preferential Rights without reduction to the Purchase Price attributable to such unaffected Assets in accordance with the terms of this AgreementPrice.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Comstock Resources Inc)

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