ROFR Term definition

ROFR Term has the meaning given in Section 2.1. Certain information has been excluded from this agreement (indicated by “[***]”) because such information (i) is not material and (ii) would be competitively harmful if publicly disclosed.

ROFR Term means the period from the Execution Date to the later of: (i) the ***, or (ii) *** months after the Execution Date. If Pfizer notifies Lpath that it intends to enter into the New Agreement, Lpath agrees (i) to provide to Pfizer additional due diligence information and data customary for agreements of this type, and (ii) to negotiate a new license, co-marketing or co-development agreement, as applicable, with Pfizer in good faith in accordance with the terms and conditions contained in the Third Party LOI. If Pfizer declines to enter into the New Agreement, or if Pfizer does not notify Lpath within the *** days period described above that Pfizer wishes to enter into the New Agreement, Lpath may enter into an agreement with the third party for such other indication on the same material terms and conditions contained in the Third Party LOI. If Lpath does not enter into an agreement with the Third Party on the same material terms and conditions contained in the Third Party LOI, Pfizer’s rights under this Section 3.4(b) will remain in force until the end of the ROFR Term.

ROFR Term shall have the meaning assigned to such term in Section 9.

Examples of ROFR Term in a sentence

• The term of the right of first refusal contained in this Article IV shall run concurrently with the Option Term (the "ROFR Term").

• The Representative’s failure to exercise its preferential right with respect to any particular proposal shall not affect its preferential rights relative to future proposals during the ROFR Term.

• If Wxxxxxxxxx or one of its affiliates decides to accept any such engagement, the agreement governing such engagement will contain, among other things, provisions for customary fees for transactions of similar size and nature and the provisions of this Agreement, including indemnification, which are appropriate to such a transaction, and the Company shall only have obligations to Wxxxxxxxxx with respect to any future transactions under (a), (b) or (c) until the expiration of the ROFR Term.

• If Optionor receives a bona fide, good faith offer from an unaffiliated third party to purchase all right, title and interest in and to the LLC Interest (the "Offer") at any time during the "ROFR Term" (as defined in Section 4.4), then, subject only to Kite Realty's right of first refusal contained in this Article IV, Optionor shall have the right to convey the entire LLC Interest to such third party during the term of this Agreement.

• The Representative’s failure to exercise its ROFR with respect to any particular Subsequent Transaction does not constitute the waiver of its preferential right relative to any future Subsequent Transaction during the ROFR Term.

• The "Amended ROFR Term" shall commence as of the ----------------- ----------------- Effective Date and, subject to the provisions in this Article 13, shall continue in effect through the period set forth in Section 8.5 hereof.

• If Optionor receives an offer from an unaffiliated third party to purchase the entire Property or a Portion (the "Offer") at any time during the "ROFR Term" (as hereinafter defined), then, subject only to Optionee's right of first refusal contain in this Section 4, Optionor shall have the right to convey the Property or Portion (as applicable) to such third party during the term of this Agreement.

• The period of time during which Wxxxxxxxxx shall have the right of first refusal pursuant to this Agreement (the “ROFR Term”) shall be determined based on the amount of gross proceeds raised in each Offering, as follows: 30 days for each $1.0 million raised, provided however, that in no event shall the ROFR Term exceed 12 months from the consummation of an Offering.

• If Optionor receives an offer from an unaffiliated third party to purchase the entire Property (the "Offer") at any time during the "ROFR Term" (as hereinafter defined), then, subject only to Optionee's right of first refusal contain in this Section 4, Optionor shall have the right to convey the Property to such third party during the term of this Agreement.

• If Optionor receives a bona fide, good faith offer from an unaffiliated third party to purchase all right, title and interest in and to the Partnership Interest (the "Offer") at any time during the "ROFR Term" (as defined in Section 4.4), then, subject only to Kite Realty's right of first refusal contained in this Article IV, Optionor shall have the right to convey the entire Partnership Interest to such third party during the term of this Agreement.

More Definitions of ROFR Term

ROFR Term has the meaning attributed thereto in Section 9.13;

ROFR Term has the meaning set forth in Section 6.23(a).

ROFR Term means the period from the Effective Date until the fifth (5th) anniversary of the Effective Date, unless mutually agreed by the Parties in writing.

ROFR Term shall commence on the Effective Date, and shall automatically expire on the earlier of (i) six (6) months prior to the expiration of the Term as may be extended hereunder; (ii) termination of this Lease; (iii) Landlord’s sale or lease of the Property after sending Tenant a ROFR Notice in accordance with this Lease (and Tenant not exercising its ROFR in accordance with this Lease); or (iv) Tenant exercising its ROFR rights and then subsequently terminating the purchase or lease contract, failing to execute the purchase or lease contract, or failing to close its purchase or lease at no fault of Landlord. The ROFR shall not apply during any period of an uncured Event of Default under this Lease.

ROFR Term means the period beginning on the date of this Agreement and ending on the later of (a) the termination or expiration of the Vision Care Agreement and (b) the satisfaction in full of all obligations under the Subordinated Note.