Preemptive Rights. Neither the Partnership nor the Corporation shall issue, or consent to or cause to be issued, any # additional Series C Preferred Units not contemplated to be sold to pursuant to the Purchase Agreement, or # other Parity Securities or Senior Securities (collectively, “New Equity Preemptive Securities”), without granting to Holders of shares of Series C Preferred Units the option to purchase a pro rata portion of such New Equity Preemptive Securities offered in such transaction (such pro rata portion offered to each Holder of shares of Series C Preferred Units determined by dividing # the total Stated Value plus all accrued and unpaid distributions (including Accrued Distributions) on such unit (whether or not authorized or declared) of Series C Preferred Units owned by such Holder immediately prior to such issuance of New Equity Preemptive Securities by # the total Stated Value plus all accrued and unpaid distributions (including Accrued Distributions) on all units (whether or not authorized or declared) of Series C Preferred Units outstanding immediately prior to such issuance of New Equity Preemptive Securities); provided, that each Holder shall have the right to designate any of its Affiliates to purchase such pro rata portion of such New Equity Preemptive Securities offered in such transaction in accordance with the terms of this Section 12 so long as such Affiliate agrees to be bound by the customary obligations of such Holder incident to the ownership of such New Equity Preemptive Securities set forth in agreements such Holder is party to with the Partnership or the Corporation, as applicable.
Preemptive Rights. Any Transfer of all or a portion of a Partys Participating Interest, other than a Transfer to an Affiliate, or the granting of an Encumbrance as provided in clause 12.2(e), shall be subject to the following procedure.
Preemptive Rights. Any Change in Control of a Party, other than one which results in ongoing Control by an Affiliate, shall be subject to the following procedure. For purposes of this clause 12.3, the term acquired Party shall refer to the Party that is subject to a Change in Control and the term acquiror shall refer to the Party or third party proposing to acquire Control in a Change in Control.
No Preemptive Rights. No holders of the Common Stock, Class A Stock, Class B Stock or Class C Stock shall, as holders of such stock, have any preemptive rights to purchase or subscribe for Common Stock or any other security of the Corporation.
No Preemptive Rights. Holders of Series C Preferred Stock shall have no preemptive rights except pursuant to a written agreement by and between such Holder of Series C Preferred Stock and the Corporation.
Section # Preemptive Rights.
Available Partnership Units. The Company will reserve and keep available at all times, free of preemptive or other similar rights or contractual encumbrances (except for any preemptive rights held by the Purchaser), the maximum number of Warrant Units issuable upon exercise of the Warrants.
Preemptive Rights has the meaning given such term in Section 6.04(a).
Except for any such preemptive rights that have been waived or will be waived prior to each Closing, there are no persons entitled to statutory, preemptive or other similar contractual rights to subscribe for the Purchased Units; and, except # for the Purchased Units to be issued pursuant to this Agreement, # for awards issued pursuant to the Partnership’s or the General Partner’s long-term incentive plans or # as disclosed in the NEP Execution Date SEC Documents, no options, warrants or other rights to purchase, agreements or other obligations to issue, or rights to convert any obligations into or exchange any securities for, partnership securities or ownership interests in the Partnership are outstanding.
The total number of authorized shares of the Target Company is 400,000 ordinary shares, and the total number of issued and outstanding shares is 400,000 shares. All of the issued and outstanding capital stock of the Target Company was duly authorized, validly issued and is fully paid and non-assessable. The Target Company does not issue, grant any rights to convert into, or acquire shares other than the Shares, convertible bonds, bonds with preemptive rights, preemptive rights, share options and bonds with share options. All of the issued and outstanding Shares were issued in compliance with applicable securities laws.
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