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).
“Liens” means a lien, charge, pledge, security interest, encumbrance, right of first refusal, preemptive right or other restriction.
Capitalization and Security Holders. The authorized capitalization of [[Organization A:Organization]] consists of 5,000,000,000 authorized shares of Common Stock of which approximately 895,527,796 shares of Common Stock will be issued and outstanding at the close of this transaction. Each outstanding share of [[Organization A:Organization]] Stock has been duly authorized and validly issued and is fully paid and is non-assessable, and no shares of [[Organization A:Organization]] Stock have been issued in violation of preemptive or similar rights.
Stock Fully Paid: Reservation of Shares. All Shares that may be issued upon the exercise of the rights represented by this Warrant will, upon issuance pursuant to the terms and conditions herein, be fully paid and nonassessable, and free from all preemptive rights and taxes, liens and charges with respect to the issue thereof. During the period within which the rights represented by this Warrant may be exercised, the Company will at all times have authorized, and reserved for the purpose of the issue upon exercise of the purchase rights evidenced by this Warrant, a sufficient number of shares of its Applicable Stock to provide for the exercise of the rights represented by this Warrant and, while applicable, a sufficient number of shares of its Common Stock to provide for the conversion of the Applicable Stock into Common Stock.
Sale of Common Stock. Upon the terms and subject to the provisions of this Agreement, the Seller agrees that he will sell, convey, transfer, assign and deliver to Buyer at the Closing provided for in Article 2, free and clear of all claims, liens, pledges, encumbrances, mortgages, charges, security interests, options, preemptive rights or other interests or equities whatsoever, 152.44 shares of duly and validly issued, fully paid and non-assessable common stock ("Purchased Stock") of the Company owned by the Seller.
Subject to and without limiting the other terms of this Agreement, the Company grants to each Member, and each Member shall have the right to purchase, in accordance with the procedures set forth herein, up to such Members pro rata portion (based on each Members Ownership Percentage at the time of the applicable New Interests Notice) of any New Interests which the Company may, from time to time, propose to issue and sell (hereinafter referred to as the Preemptive Rights).
Except as set forth in [Section 4.5(c)] of the EnTrust Disclosure Schedule, # there are no Contracts establishing or affecting any Equity Interests of any EnTrust Entity or EP Partners, # there are no outstanding options, warrants or other rights (including preemptive rights) to buy, or any securities convertible into or exchangeable for, any Equity Interests of any EnTrust Entity or EP Partners (or any Contracts to issue such rights or securities), # there are no Contracts requiring any EnTrust Entity or EP Partners to issue additional Equity Interests or repurchase or otherwise acquire or retire any Equity Interests and # no Lien has been created in favor of any Person affecting any unissued Equity Interests of any EnTrust Entity or EP Partners.
Except as set forth in Section 5.5(c) of the Permal Disclosure Schedule, # there are no Contracts establishing or affecting any Equity Interests of any Permal Entity or the Company, # there are no outstanding options, warrants or other rights (including preemptive rights) to buy, or any securities convertible into or exchangeable for, any Equity Interests of any Permal Entity or the Company (or any Contracts to issue such rights or securities), # there are no Contracts requiring any Permal Entity or the Company to issue additional Equity Interests or repurchase or otherwise acquire or retire any Equity Interests and # no Lien has been created in favor of any Person affecting any unissued Equity Interests of any Permal Entity or the Company.
Voting Rights. A Participant shall have no voting rights with respect to any Restricted Stock Units.
Antidilution Rights. The other antidilution rights applicable to the Shares of Applicable Stock purchasable hereunder are set forth in the Companys Certificate of Incorporation, as amended through the Dace of Grant, a true and complete copy of which is attached hereto as Exhibit B (the Charter). The Company shall provide the Holder with any restatement, amendment, modification or waiver of the Charter promptly after the same has been made.
Extension Rights. Tenant shall have 2 consecutive rights (each, an Extension Right) to extend the term of this Lease for 1 year each (each, an Extension Term) on the same terms and conditions as this Lease (other than with respect to Base Rent) by giving Landlord written notice of its election to exercise each Extension Right at least 6 months prior, and no earlier than 9 months prior, to the expiration of the Base Term of the Lease or the expiration of any prior Extension Term.
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