Waiver of Rights of First Offer. The partners of Globalstar shall have waived their rights of first offer under Section 10.3 of the Globalstar Partnership Agreement (or the applicable offer period shall have expired) in respect of the Interests to be sold and purchased hereunder. The parties hereto agree that the conditions set forth in this Section 6.1 shall be several with respect to each Seller.
Waiver of Rights of First Offer. In connection with the transactions contemplated by this Agreement, (a) the LLC and each of the Sellers signatory to that certain Amended and Restated Operating Agreement, dated as of January 1, 2007 (the “LLC Operating Agreement”) hereby expressly agrees not to exercise any of its rights under, and waives compliance by any of the Sellers with any of the provisions of Section 15.2 of the LLC Operating Agreement, and any other provisions thereof that may otherwise restrict, hinder or delay the transactions contemplated by this Agreement, and (b) Xxxx XxXxxxxx and Xxxxxx Xxxxxxx, as parties to that certain Advanced Data Corporation Stock Purchase Agreement, dated as of January 8, 1998 (the “ADCC Stock Agreement”), and Hickory Lane Trust, as transferee of ADCC Shares previously held by Xxxx XxXxxxxx, hereby consent to the sale of the ADCC Shares as contemplated by this Agreement and expressly agree not to exercise any of their rights under, and hereby waive compliance by the other with, any of the provisions of Sections Four, Five and Six of the ADCC Stock Agreement and any other provisions thereof that may otherwise restrict, hinder or delay the transactions contemplated by this Agreement.
Waiver of Rights of First Offer. Each Investor hereby waives, ------------------------------- effective as of as of the date hereof, for purposes of applicability both individually and to all parties to the Stockholders' Agreement, the right of first offer set forth in Section 2.4 of the Investors' Rights Agreement with respect to the offer and issuance by the Company of the Additional Stock on or before the Termination Date, as contemplated hereby, and hereby waives any rights to notice required therein with respect to the Additional Closings permitted hereby. This waiver and all counterparts hereto, when executed by the undersigned Investor, shall become effective as to and binding upon such undersigned Investor and when executed by Investors and others constituting (a) Stockholders (as defined in the Stockholders' Agreement") holding at least 66.7% of the outstanding Company's Series A, B and C Preferred Stock (voting together as a single class on an as-converted basis), and (b) Stockholders holding a majority of Common Stock outstanding, then this waiver shall become effective as ---- to and binding upon all Investors and on all of the Stockholders. This waiver is given with respect only to the offer and issuance of the Additional Stock sold pursuant to the Agreement, and not with respect to any other offer or issuance by the Company of any other shares of Company Stock (as defined in the Stockholders' Agreement) to which the Stockholders' respective rights under the Stockholders' Agreement would apply.
Waiver of Rights of First Offer. In consideration of this Agreement ------------------------------- and acknowledgment of DMC's offer to purchase the shares of Dogloo Common Stock held by certain minority stockholders of Dogloo, Dogloo hereby waives any and all rights of first offer to purchase such shares it may have under that certain Securityholders Agreement by and among Dogloo, Westar Capital, a California limited partnership, Enterprise Partners III, L.P., a California limited partnership, Enterprise Partners III Associates, L.P., a California limited partnership, HBI Financial, Inc., a Washington corporation, Xxxxxxx X. Xxxxxxx, III, Xxxxxxx X. Xxxxxx and the other securityholders of Dogloo who have become parties thereto, dated as of September 22, 1995.
Waiver of Rights of First Offer. The rights of first offer of the Qualified Investors provided under this Section 4 may be waived with respect to any issuance of Equity Securities by the Company by written agreement of (a) the holders of a majority of the outstanding shares of Series C Preferred, voting as a separate class on an as-converted basis, (b) the holders of a majority of the outstanding shares of Series D Preferred, voting as a separate class on an as-converted basis, and (c) the holders of a majority of the outstanding shares of Preferred Stock, voting together as a single class on an as-converted basis; provided that such waiver shall apply to all Qualified Investors in the same manner.
Waiver of Rights of First Offer. The undersigned Investors, constituting Investors (as such term is defined in the Company’s Amended and Restated Investors’ Rights Agreement, dated as of May 16, 2013 (the “Rights Agreement”) holding at least a majority of the Registrable Securities (as defined therein), hereby (i) consent to the Company issuing the Notes, (ii) waive any and all rights of first offer such Investors have under Section 4.1 of the Rights Agreement to purchase any portion of the Notes, including any shares of Preferred Stock or other equity securities of the Company issued upon conversion thereof or shares of the Company’s capital stock issuable upon the conversion of such shares of Preferred Stock or equity security, and (iii) waives any required notice of the Company’s intention to issue the Notes. The waiver set forth in this subsection (k) shall become effective and binding on all Investors (as defined in the Rights Agreement) upon the execution of this Agreement by the Company and by Investors (as defined in the Rights Agreement) holding at least a majority of the Registrable Securities.
Waiver of Rights of First Offer. That the right of first offer of Tenant under Addendum 8 to the Lease has been waived or deemed waived (the “Waiver”). Prior to the Effective Date, Seller has requested the Waiver and shall diligently pursue obtaining same.
Waiver of Rights of First Offer. The undersigned Holders hereby waive, for and on behalf of all Major Investors pursuant to Section 5.6 of the Investor Rights Agreement, the right to receive notice under Section 4 of the Investor Rights Agreement and waive the rights of first offer set forth in Section 4 of the Investor Rights Agreement with respect to the issuance of the Mandatorily Convertible Preferred that may be issued pursuant to the Subscription Agreement and any shares of Common Stock issuable upon conversion of the shares of Mandatorily Convertible Preferred.
Waiver of Rights of First Offer. Upon the execution of this Agreement, Seller shall promptly initiate a discussion with Xx. Xxxxxxxxx and use its commercially reasonable efforts to obtain from Xx. Xxxxxxxxx a waiver of any rights of first refusal he holds, and any other rights he may hold, with respect to the sale by Seller of the Shares. In the event that the Seller is unable to obtain such a waiver prior to July 1, 1998, on such date, Seller shall send an offer letter to Xx. Xxxxxxxxx presenting him with the opportunity to purchase the Shares upon the same terms and conditions set forth in this Agreement.
Waiver of Rights of First Offer. The rights of first offer set forth in this Section 2 may be waived or the time periods for notice shortened with respect to a particular transaction upon the vote or written consent of holders of at least majority of the outstanding Series A Preferred Stock (including Common Stock issued upon conversion thereof) held by the Investors.
