Pre-emption Right definition
Examples of Pre-emption Right in a sentence
If Baptist exercises the Preemption Right, then VHFC and Baptist shall negotiate in good faith for 30 days thereafter the terms and conditions of a definitive agreement containing the principal terms and conditions described in the third party offer, but otherwise containing substantially the same terms and conditions as the Purchase and Sale Agreement, provided that any representations and warranties of VHFC about the Hospitals shall relate to VHFC's period of ownership only.
If Baptist desires to exercise either the Tag Along Right or the Preemption Right, it shall notify VHFC of its election on or before 30 days after the Sale Transfer Notice is given.
The failure by a Shareholder to give a Pre-emption Acceptance Notice within the Pre-emption Period shall be deemed to be a waiver of such Shareholder’s Pre-emption Right.
Notwithstanding the foregoing, any exercise of the Pre-emption Right by Acacia in respect of Randgold would require the approval, by ordinary resolution, of Acacia’s shareholders pursuant to the UK Listing Authority’s listing rules by virtue of the size of Randgold relative to Acacia.
Each Shareholder is entitled to elect to exercise the Pre-emption Right itself or to designate another Person Controlled by such Shareholder to exercise the Pre-emption Right.
For each subsequent Company IPO with respect to which NWIP elects to exercise its Preemption Right, the Company may elect, by notice given to NWIP within 10 days after receipt of the applicable Preemption Election Notice, to reduce the number of shares included in such offering by up to 75% of the number of shares originally proposed to be offered, provided that the Company may elect, for one (and only one) such subsequent Company IPO, to withdraw the Company IPO in its entirety.
Where the Buyer exercises the Pre-emption Right completion of the Transfer shall take place on the Contractual Completion Date at the offices of the Seller’s Solicitors or as they may reasonably direct.
Immediately before the applicable Option Completion Date relating to the Cosan Fundamental Breach Option, Cosan Change of Control Option, Pre-emption Right (in respect of its Shareholder Total Interest), ROFR Right, or Second ROFR Right, Shell is deemed to warrant to Cosan that each Shell Warranty is true, accurate and not misleading by reference to the facts and circumstances as at the applicable Option Completion Date.
It being understood that, in case no Pre-emption Notice is given or the purchase is waived by EXOR, if the transfer of the Shares for Sale constituting the subject matter of any given Sale Notice is not completed within the term set out therein, PF may not transfer such Shares for Sale or any part thereof without complying again with the Pre-emption Right Procedure of this Clause 4.
Subject to Article 6.14 below, the Shareholders shall have a Pre-emption Right on the Shares of the Transferor which are subject to the Transfer Notice, on a pro-rata basis.