Preemptive Reply definition

Preemptive Reply has the meaning set forth in Section 12.8(c).
Preemptive Reply shall have the meaning set forth in Section 10.03(b).
Preemptive Reply shall have the meaning provided in Section 7(b).

Examples of Preemptive Reply in a sentence

  • A Preemptive Reply shall constitute an irrevocable commitment by such Preemptive Member (or an Affiliate thereof) to purchase such Preemptive Securities if the issuance occurs on the terms contemplated in the Preemptive Notice.

  • Such Preemptive Reply shall also include the maximum number of Preemptive Securities the Preemptive Member (or an Affiliate thereof) would be willing to purchase in the event any other Preemptive Member elects to purchase less than its pro rata portion of such Preemptive Securities.

  • The closing of the sale pursuant to a Preemptive Reply shall occur concurrently with the closing of the issuance giving rise to the Preemptive Right, but no later than ninety (90) days following the expiration of such five (5) Business Day period.

  • If any Preemptive Member fails to elect to purchase its full pro rata portion of such Preemptive Securities, the Company shall allocate any remaining amount among those Preemptive Members who have indicated in their Preemptive Reply a desire to purchase Preemptive Securities in excess of their respective pro rata portion.

  • If a Securityholder fails to deliver a Pre-emptive Reply in accordance with this Section 7(c)(iii), the Pre-emptive Securities may thereafter, for a period not exceeding 90 days following the expiration of the Exercise Period, be issued on terms and conditions no more favorable and at a price not less than the price set forth in the Pre-emptive Notice.

  • The closing of the subscription pursuant to a Preemptive Reply shall occur no earlier than eight (8) days and no later than thirty (30) days after delivery of the Preemptive Reply pursuant to Section 23.

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  • If any Preemptive Member fails to elect to purchase its full pro rata portion of such Preemptive Securities, the Company 25776957.3325776957.34 50 WEIL:\96757130\2\36182.0003 Case 18-10584-MFW Doc 1078-5 Filed 10/12/18 Page 56 of 90 shall allocate any remaining amount among those Preemptive Members who have indicated in their Preemptive Reply a desire to purchase Preemptive Securities in excess of their respective pro rata portion.


More Definitions of Preemptive Reply

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.
Preemptive Reply has the meaning set forth in Section 5.7(c) of this Agreement.
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.
Preemptive Reply shall have the meaning set forth in Section 6(b). “Preemptive Right” shall have the meaning set forth in Section 6(a).
Preemptive Reply has the meaning given such term in Subsection 3.5(b).

Related to Preemptive Reply

  • Preemptive Right has the meaning set forth in Section 5.1 hereof.

  • Preemptive Rights has the meaning given such term in Section 6.04(a).

  • Offered Shares has the meaning set forth in Section 3.02(a).

  • Purchaser Warrants means Purchaser Private Warrants and Purchaser Public Warrants, collectively.

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • pre-emptive offer means an offer of equity securities open for acceptance for a period fixed by the Directors to holders (other than the Company) on the register on a record date fixed by the Directors of ordinary shares in proportion to their respective holdings but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in relation to treasury shares, fractional entitlements, record dates or legal, regulatory or practical problems in, or under the laws of, any territory;

  • Unsubscribed Shares means the Rights Offering Shares that have not been duly purchased by the Rights Offering Participants in accordance with the Rights Offering Procedures and the Plan.

  • Selling Member has the meaning set forth in Section 10.5(a).

  • notice shares means, in relation to a notice of dissent, the shares in respect of which dissent is being exercised under the notice of dissent;

  • New Securities means, collectively, equity securities of the Company, whether or not currently authorized, as well as rights, options, or warrants to purchase such equity securities, or securities of any type whatsoever that are, or may become, convertible or exchangeable into or exercisable for such equity securities.

  • Controlling Shareholder means any shareholder owning more than fifty

  • Repurchase Right means the right granted to the Corporation in accordance with Article D.

  • Sale Shares has the meaning ascribed to it at Recital (A).

  • Forward Purchase Shares shall have the meaning given in the Recitals hereto.

  • Selling Stockholder means any Stockholder owning Registrable Shares included in a Registration Statement.

  • Shareholder-Initiated Transfer Redemption means a transaction that is initiated or directed by a Shareholder that results in a transfer of assets within a Contract out of a Fund, but does not include transactions that are executed: (i) automatically pursuant to a contractual or systematic program or enrollments such as transfers of assets within a Contract out of a Fund as a result of annuity payouts, loans, systematic withdrawal programs, insurance company approved asset allocation programs and automatic rebalancing programs; (ii) as a result of any deduction of charges or fees under a Contract; (iii) within a Contract out of a Fund as a result of scheduled withdrawals or surrenders from a Contract; or (iv) as a result of payment of a death benefit from a Contract.

  • Offer Shares means the Hong Kong Offer Shares and the International Offer Shares being offered at the Offer Price under the Global Offering together with any additional Shares to be issued pursuant to the exercise of the Over-Allotment Option;

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • Qualified buyer means an applicant who meets the criteria in section 4.

  • Subscribed Shares means, as of any date of determination, the Subscribed Shares (as defined in the recitals to this Subscription Agreement) and any other equity security issued or issuable with respect to the Subscribed Shares by way of stock split, dividend, distribution, recapitalization, merger, exchange, or replacement, and (ii) “Subscriber” shall include any person to which the rights under this Section 5 shall have been duly assigned.

  • Placement Warrants shall have the meaning given in the Recitals hereto.

  • Purchaser Shares means the common shares in the capital of the Purchaser.

  • Qualified Bidder As defined in Section 7.01(c).

  • Voluntary Transfer A Voluntary transfer to a higher or lower pay grade will be effective on the date of transfer. A voluntary transfer within the same pay grade will not receive a salary adjustment.

  • Technically Qualified Bidder means a Bidder whose Techno-Commercial Bid is responsive and meets the requirements to the satisfaction of OMC as per terms and condition of the Bid document and is qualified for opening of its Price Bid;

  • Major Shareholder means a shareholder who directly or indirectly holds 10% or more of the voting rights.