Preemptive Amount definition

Preemptive Amount means the maximum number of Company Securities proposed to be issued in the relevant issuance multiplied by a fraction, the numerator of which shall be the number of shares of Common Stock (on an as-converted basis) beneficially owned by such Company Security Holder immediately prior to the issuance and the denominator of which shall be the total number of shares of Common Stock (on an as-converted basis) beneficially owned by all Major Holders immediately prior to such issuance.

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Preemptive Amount means the maximum number of Preemptive Securities proposed to be issued in the relevant issuance multiplied by a fraction, the numerator of which shall be the number of Common Units and Preferred Units convertible into Common Units (calculated as a single class on an as converted to Common Units basis) owned by such Company Security Holder immediately prior to the issuance and the denominator of which shall be the total number of Common Units and Preferred Units convertible into Common Units (calculated as a single class on an as converted to Common Units basis) owned by all Preemptive Members immediately prior to such issuance.

Preemptive Amount shall have the meaning set forth in Section 14.1. “Preemptive Member” shall have the meaning set forth in Section 14.1. “Preemptive Notice” shall have the meaning set forth in Section 14.2. “Preemptive Reply” shall have the meaning set forth in Section 14.2. “Preemptive Right” shall have the meaning set forth in Section 14.1. “Preemptive Securities” shall have the meaning set forth in Section 14.1.

Examples of Preemptive Amount in a sentence

• The New Securities shall be allocated among each Pre-emptive Shareholder (with rounding to avoid fractional shares) in proportion to its respective Pro-rata Amount provided that in no event shall an amount greater than such Pre-emptive Shareholder’s Pre-emptive Amount be allocated to such Pre-emptive Shareholder.

• For the avoidance of doubt, each Pre-emptive Shareholder may specify in its Exercise Notice a Pre-emptive Amount higher or lower than its Pro-rata Amount.

• The Purchase Notice shall state the amount (the "Preemptive Amount") of Offered Securities the Investor desires to purchase.

• After receiving a Preemptive Notice, any Preemptive Member that desires to exercise its Preemptive Right must give notice to the Company in writing, within five (5) Business Days after the date that such Preemptive Notice is delivered, specifying (i) that such Preemptive Member (or an Affiliate thereof) desires to purchase Preemptive Securities of such issuance and (ii) the number of such Preemptive Securities, up to the applicable Preemptive Amount (the “Preemptive Reply”).

• NET may exercise such purchase rights at any time within forty-five (45) days after the date of receipt of the written notice from the Company describing in reasonable detail the Securities to be sold to the Offeree, the purchase price thereof, the payment terms, and the Pre-emptive Amount.

• NET will have the option, but not the obligation, to purchase all or any portion of the Pre-emptive Amount at the same price and on the same terms as such Securities are offered to the Offeree.

• To: From: A list of the specific information to be disclosed is listed here (not the information itself which must be recorded separately).

• If, at the time of the determination of any Preemptive Amount of Securities under this Section 10.3(a)(iv) , any other Person has preemptive or other equity purchase rights similar to the Preemptive Rights, such Preemptive Amount of Securities shall be recalculated to take into account the number of such securities such Persons have committed to purchase, rounding down such Preemptive Amount of Securities to the nearest whole such security of JD Finance that is proposed for sale.

• If, at the time of the determination of any Preemptive Amount of Securities under this Section 10.3(a)(iv), any other Person has preemptive or other equity purchase rights similar to the Preemptive Rights, such Preemptive Amount of Securities shall be recalculated to take into account the number of such securities such Persons have committed to purchase, rounding down such Preemptive Amount of Securities to the nearest whole such security of JD Finance that is proposed for sale.

• For the avoidance of doubt, each Pre-emptive Shareholder may specify in its notice a Pre-emptive Amount higher or lower than its pro rata share.

More Definitions of Preemptive Amount

Preemptive Amount shall have the meaning set forth in Section 14.1.

Preemptive Amount shall have the meaning set forth in Section 6(a). “Preemptive Notice” shall have the meaning set forth in Section 6(b). “Preemptive Reply” shall have the meaning set forth in Section 6(b). “Preemptive Right” shall have the meaning set forth in Section 6(a). “Proxy” shall mean any proxy, contract, arrangement, understanding, or relationship (whether written or oral), other than a revocable proxy given in response to a public proxy solicitation made pursuant to, and in accordance with, the Exchange Act, pursuant to which a Company Security Holder has a right to vote, shares voting rights, has authorized another Person to vote, has transferred any right to vote, or relates in any way to the voting of any Company Securities.