Preference Rights. Nothing contained herein shall be construed to prevent the Board of Directors of the Company from issuing one or more series of preferred stock with dividend and/or liquidation preferences on parity with or junior to the dividend and liquidation preferences of the Series C-IV Preferred Stock.
Preference Rights. Nothing contained herein will be construed to prevent the Board from issuing one or more series of Preferred Stock with dividend and liquidation preferences junior to or in parity with the dividend and liquidation preferences of the Series A Preferred Stock.
Preference Rights. 14 Section 3.24 Brokerage Fees and Commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 3.25 Tax Treatment and Pooling of Interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 Section 3.26 Registration Statement and Proxy Statement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 ARTICLE IV Representations and Warranties of Parent
Preference Rights. Schedule 3.23 sets forth all Preference Rights (as defined in Section 10.16) arising from the consummation of the transactions contemplated by this Agreement, other than those Preference Rights that are not reasonably expected to have, individually or in the aggregate, a Company Material Adverse Effect.
Preference Rights. If a third party, who has been offered a property which constitutes a portion of the Acquired Assets with respect to which a portion of the Purchase Price is to be allocated and which is subject to preference rights in favor of such third party (a "Preference Property"), elects prior to Closing to purchase such Preference Property in accordance with the terms of such preference right, and Seller and Purchaser receive written notice of such election prior to the Closing, such Preference Property will be eliminated from the Acquired Assets and the Purchase Price shall be reduced by the portion of the Purchase Price allocated to such Preference Property. If a third party who has been offered a Preference Property or who has been requested to waive its preference right with respect to any Preference Property does not elect to purchase such Preference Property or waive such Preference Right with respect to the transactions contemplated by this Agreement prior to the Closing, such Preference Property shall be conveyed to Purchaser at Closing subject to such preference right, unless such Preference Property has been otherwise eliminated from the Acquired Asserts in accordance with other provisions of this Agreement. If a third party elects to purchase a Preference Property subject to a preference right and Closing has already occurred with respect to such Preference Property, Buyer shall be obligated to convey said Preference Property to such third party and shall be entitled to the consideration for the sale of such Preference Property. Purchaser acknowledges that Seller desires to sell all of the Acquired Assets and would not have entered into this Agreement but for Purchaser's agreement to purchase all of the Acquired Assets as herein provided. Accordingly, it is expressly understood and agreed that Seller does not desire to sell any Preference Property unless the sale of all of the Acquired Assets is consummated at the Closing in accordance with the terms of this Agreement. In furtherance of the foregoing, Seller's obligation hereunder to sell the Preference Proprieties to Purchaser is expressly conditioned upon the consummation at the Closing of the sale of all of the Acquired Assets in accordance with the terms of this Agreement, either by conveyance to Purchaser or conveyance pursuant to an applicable preference right; provided that, nothing herein is intended or shall operate to extend or apply any preference right to any portion of the Acquired Assets wh...
Preference Rights. The PIK Preferred Stock will have a liquidation preference of $25.00 per share, plus accrued but unpaid dividends thereon. (f)
Preference Rights. For those Assets for which a waiver of any Preference Right has not been obtained before Closing, the following provisions shall apply.
Preference Rights. Except as disclosed in Schedule 5, to the knowledge of Seller, the Net Profits Interest is not and will not be subject to, and Seller is not bound by, any Preference Rights which apply to the conveyance of the Net Profits Interest to Buyer or the execution, delivery or performance of any of the transactions contemplated by the Transaction Documents and which, if not waived or satisfied, could reasonably be expected to adversely affect the value of the Net Profits Interest, or could reasonably be expected to interfere in any material respect with the transactions contemplated by this Agreement or the other Transaction Documents.
Preference Rights. The Parties shall have acknowledged that no third party(ies) exercised any Subject Preferential Right to purchase Company Assets.
Preference Rights. Neither PRCT nor any Affiliate of PRCT has entered into any agreement that makes the Leases or the Lease Option Agreement subject to any Preference Rights and neither PRCT nor any Affiliate of PRCT is bound by any Preference Right affecting any of the Leases or the Lease Option Agreement, other than this Agreement, the Exploration Agreement and the Initial Operating Agreement.
