Change of Control Rights. If there is a Change of Control of Manager, then:
Change of Control Rights. 55 17.15.4 Right of First Refusal.............................. 56 17.15.5 Transfer of Sprint PCS Network...................... 57 17.16 Provision of Services by Sprint Spectrum.................... 57 17.17
Change of Control Rights. In addition to any other approval required under the Act, any Change of Control of the Partnership (excluding, for the avoidance of doubt, the changes contemplated by Subsection 1.1(c)) shall be subject to approval by each Significant Limited Partner.
Change of Control Rights. Upon the occurrence of a Change of Control, each holder of Series A Preferred Shares will have the right (unless, prior to the Change of Control Conversion Date, the Issuer provides notice of its election to redeem the Series A Preferred Shares) to convert some or all of the Series A Preferred Shares held by such holder on the Change of Control Conversion Date into a number of the Issuer’s common shares per Series A Preferred Share to be converted equal to the lesser of: • the quotient obtained by dividing (i) the sum of the $25.00 liquidation preference plus the amount of any accrued and unpaid dividends to, but excluding, the Change of Control Conversion Date (unless the Change of Control Conversion Date is after a record date for a Series A Preferred Share dividend payment and prior to the corresponding Series A Preferred Share dividend payment date, in which case no additional amount for such accrued and unpaid dividend will be included in this sum) by (ii) the Common Share Price (as defined below); and • 1.26008 (i.e. “Share Cap”), subject to certain adjustments. The “Common Share Price” will be: (i) the amount of cash consideration per common share, if the consideration to be received in the Change of Control by the holders of the Issuer’s common shares is solely cash; and (ii) the average of the closing prices for the Issuer’s common shares on the NYSE for the ten consecutive trading days immediately preceding, but not including, the effective date of the Change of Control, if the consideration to be received in the Change of Control by the holders of the Issuer’s common shares is other than solely cash. Public Offering Price: $25.00 per share; $70,000,000 total ($80,500,000 total if the underwriters’ option to purchase additional shares is exercised in full) Underwriting Discounts: $0.7875 per share; $2,205,000 total ($2,535,750 total if the underwriters’ option to purchase additional shares is exercised in full) Net Proceeds (Before Expenses): $24.2125 per share; $67,795,000 total ($77,964,250 total if the underwriters’ option to purchase additional shares is exercised in full) CUSIP/ISIN: 81752R 308 / US81752R3084 Joint Book-Running Managers: Xxxxxx Xxxxxxx & Co. LLC UBS Securities LLC Xxxxxx, Xxxxxxxx & Company, Incorporated
Change of Control Rights. In addition to any other approval required under the Act, any Change of Control of the Partnership (excluding, for the avoidance of doubt, the changes contemplated by Subsection 1.1(c)) shall be subject to approval by the GE Representative Partner.
Change of Control Rights. In addition to any other approval required under the Act, any Change of Control of the Partnership (excluding, for the avoidance of doubt, the changes contemplated by Subsection 1.1(c)) shall be subject to approval by MBK CV (so long as the Mitsui Partners, collectively, own at least a ten percent (10%) Percentage Interest) and the GE Representative Partner (so long as the GE Representative Partner and its Affiliates collectively own at least a ten percent (10%) Percentage Interest).
Change of Control Rights. (a) If the Control Person of the General Partner ceases to be the Control Person of the General Partner (a “Change of Control Person Event”), a successor Control Person other than an Approved Penske Senior Officer shall be subject to prior written approval by Holdco as follows:
Change of Control Rights. The Parties agree that no contractual counterparty to any Material Agreement providing for a termination right or other right upon a change of control in the relevant Target Group Company shall, unless otherwise agreed between the Parties, be contacted in the Interim Period in order to obtain a waiver and that, hence, the Purchaser shall have no claims against the Sellers in connection with refraining to do so, again unless otherwise agreed between the Parties.
Change of Control Rights. In respect of Material Contracts:
Change of Control Rights. As soon as practicable after the date of this agreement, SunRice and Ebro must seek to identify any change of control or similar provisions in leases, licenses, permits, facility agreements and other documents related to external indebtedness, and material contracts to which SunRice or a SunRice Group company is a party (including to the Export Agreement) which may be triggered by the implementation of the Proposed Transaction. In respect of those leases, licenses, permits and other relevant agreements and documents, the parties agree as follows:
