PRE-EMPTION RIGHTS. Each Rollover Shareholder hereby waives any pre-emption rights they may have (whether pursuant to the articles of association of Topco or otherwise) in connection with the transfer of the Midco Loan Notes pursuant to the exercise and completion of either Option.
PRE-EMPTION RIGHTS. The Seller hereby irrevocably waives and undertakes to procure the waiver of all rights of pre-emption over the Shares or any of them to which he or any other person is or may be entitled in relation to the sale and purchase of the same.
PRE-EMPTION RIGHTS. 9.1 Subject to Clause 9.6 and without prejudice to any statutory pre-emption rights under the Act, if the Company proposes to allot and issue new Securities (“New Securities”), each AHG Shareholder is entitled but not obliged to subscribe for its Proportionate Entitlement to such New Securities.
PRE-EMPTION RIGHTS. 4.1 Each of the Vendors hereby irrevocably waives (and undertakes that any other person having any such rights has irrevocably waived) all and any rights of pre-emption and/or other restrictions on, conditions of and/or requirements relating to transfer over or in respect of the Shares (or any of them), whether such rights of pre-emption or other restrictions, conditions and/or requirements exist by virtue of the Articles of Association of the Company or otherwise.
PRE-EMPTION RIGHTS. Both Parties will have a preemption right at the fair market value (estimated by an independent international auditor firm chosen by both Parties) on the other Party’s shares when such Party wishes to sell its shares to a Third Party (such transfers, except for intra-group transfers, would not be permitted for an initial stand still period to be agreed upon between the Parties).
PRE-EMPTION RIGHTS. 9.1 If the CBC intends to sell Selected Mortgage Receivables (as defined in Schedule 4) and the Beneficiary Rights relating thereto on terms permitted or required by the Asset Monitoring Agreement, it shall first offer such Selected Mortgage Receivables and the Beneficiary Rights relating thereto for sale on the same terms to the Transferor or any third party appointed by the Transferor, by sending a notice substantially in the form of an Offer Notice as set out in Schedule 4 detailing all Selected Mortgage Receivables in the Annex thereto. Such offer can be accepted in full but not in part by the Transferor or third party nominated by such offeree, within the time limit set out in such Offer Notice. The Security Trustee shall sign such Offer Notice.
PRE-EMPTION RIGHTS. Each Joint Offeror hereby waives any pre-emption rights they may have (whether pursuant to the articles of association of Topco or otherwise) in connection with the transfer of the Midco Loan Notes pursuant to the exercise and completion of either Option.
PRE-EMPTION RIGHTS. 5.1 Pre-emption Rights
PRE-EMPTION RIGHTS. 1. 1.1 Every Member (“the Vendor”) who wishes to transfer any Shares and/or the corresponding Shareholder’s Loan shall give to the Company at the Office notice in writing (“the Transfer Notice”).
PRE-EMPTION RIGHTS. 10.1 If the CBC intends to sell Selected Mortgage Receivables (as defined in Schedule 4 to this Agreement), the Beneficiary Rights and the NHG Advance Rights on terms permitted or required by the Asset Monitoring Agreement, it shall first offer such Selected Mortgage Receivables, the Beneficiary Rights and the NHG Advance Rights for sale on the same terms to the Transferor, the Originators or any third party within the Aegon group appointed by the Transferor or any Originator, by sending a notice substantially in the form of an Offer Notice as set out in Schedule 4 detailing all Selected Mortgage Receivables in the Annex thereto. Such offer can be accepted in full but not in part by the Transferor, any Originator or third party within the Aegon group appointed by the Transferor or any Originator, within the time limit set out in such Offer Notice. The Security Trustee shall sign such Offer Notice.
