Preferred Transfer definition

Preferred Transfer has the meaning set forth in the Recitals.
Sample 1Sample 2Sample 3
Preferred Transfer is defined in Section 9.6.
Sample 1Sample 2

Examples of Preferred Transfer in a sentence

  • For the avoidance of doubt, in the case of a Preferred Transfer Event, the Transferee shall not succeed to the Capital Account of the Transferor to the extent of the Accrued Preferred Distribution.

  • Each Right Holder shall have the right, exercisable upon written notice (the “First Offer Notice”) to the Selling Preferred Shareholder, the Company and each other Right Holder within fifteen (15) days after receipt of the Preferred Transfer Notice (the “First Offer Period”), to elect to purchase all or part of its First Offer Allotment.

  • The purchase price for the Offered Preferred Shares to be purchased by the Right Holders exercising their right of first offer will be the price set forth in the Preferred Transfer Notice, but will be payable as set forth in Section 4.2(e).

  • Any proposed transfer on terms and conditions which are less favorable to the Selling Preferred Shareholder from those described in the Preferred Transfer Notice, as well as any subsequent proposed transfer of any Preferred Shares by the Selling Preferred Shareholder, shall again be subject to the right of first offer of the Right Holders and the tag-along right of the Preferred Holders and shall require compliance by the Selling Preferred Shareholder with the procedures described in this Section 4.2.

  • The Preferred Transfer Notice shall describe in reasonable detail the proposed sale or transfer including, without limitation, its bona fide intention to sell or transfer such Preferred Shares (the “Offered Preferred Shares”), the number of the Offered Preferred Shares to be sold or transferred, the consideration to be paid, and other terms, if any, upon which it proposes to sell or transfer such Offered Preferred Shares.

  • Within thirty (30) days from the date of receipt of the RFO Notice by the Series C Shareholder (the “Existing Preferred Transfer Offering Period”), the Series C Shareholder has the right to exercise the Right of First Offer to acquire all (but not less than all) the Transfer Shares by delivering a written notice (the “Offer Notice”) to the Transferring Shareholder stating that it is willing to acquire such Transfer Shares on the terms and conditions as set forth in the RFO Notice.

  • The “Proportionate Share” of Preferred Transfer Shares proposed to be transferred with respect to any Exercising Common Shareholder shall mean the specified quantity of Remaining Preferred Transfer Shares multiplied by a fraction equal to (i) the total number of Common Share Equivalents held by such holder of Common Shares on the date of the Second Preferred Transfer Notice divided by (ii) the total number of Common Share equivalents outstanding on the xxxx of the Second Preferred Transfer Notice.

  • Upon delivery of such Directors Voting Preferred Share Transfer Notice, the Shareholder to which such notice is given shall transfer to the Person designated in such Director Voting Preferred Transfer Notice all Director Voting Preferred Shares owned by such Shareholder on the fifth Business Day following delivery of such notice to the Shareholder at a purchase price of $10 per Director Voting Preferred Share, provided that such purchaser is a Permitted Purchaser.

  • For the avoidance of doubt, if the Selling Preferred Shareholder holds 50% of all of the issued and outstanding Preferred Shares plus one Preferred Share of such class of Preferred Shares on the date of the Preferred Transfer Notice, then the Right Holders may only exercise their right of first offer to purchase all, but not less than all, of the Offered Preferred Shares.

  • In the event that the Preferred Seller has not sold the Preferred Transfer Shares within this one hundred twenty (120) day period, the Preferred Seller shall not thereafter sell any Shares without first offering such shares to the Investors (save for Intel and IFC, but including their respective assignees) or the holders of Common Shares in the manner provided in this Section 2A.

Related to Preferred Transfer

  • Series D Preferred means the Series D Convertible Preferred Stock of the Company, par value $.01 per share.

  • Preferred ’ means any of the above securities that are publicly traded on a recognized securities exchange and the securities have a rating of ‘‘A’’ or above. If the securities are not ‘‘Preferred,’’ they are listed as ‘‘Other.’’

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Series A Preferred means the Series A Convertible Preferred Stock of the Company, par value $0.01 per share.

  • Series B Preferred means the Company’s Series B Preferred Stock, par value $0.001 per share.

  • Series C Preferred means the Company's Series C Preferred Stock, par value $0.01 per share.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Company Series A Preferred Stock means the Series A Preferred Stock, par value $0.0001 per share, of the Company.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series D Shares means shares of Series D Convertible Preferred Stock, par value $0.001 per share of the Company and having the rights, privileges, preferences and restrictions set forth in the Charter.

  • Company Series C Preferred Stock means the Series C Preferred Stock, par value $0.001 per share, of the Company.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Series A Preferred Units has the meaning assigned to such term in Section 5.11(a).

  • Series C Preferred Units shall have the meaning provided in Section 1.

  • Company Series B Preferred Stock means the Series B Preferred Stock, par value $0.0001 per share, of the Company.

  • Series B-1 Preferred Shares means the Company’s series B-1 preferred shares, par value US$0.00001 per share.

  • Series A-1 Preferred Stock means shares of the Company’s Series A-1 Preferred Stock, par value $0.0001 per share.

  • Liquidation Event means, whether in a single transaction or series of transactions, the voluntary or involuntary liquidation, dissolution or winding up of the Company or such Subsidiaries the assets of which constitute all or substantially all of the assets of the business of the Company and its Subsidiaries, taken as a whole.

  • Series E Preferred Stock means shares of the Company’s Series E Preferred Stock, par value $0.0001 per share.

  • Early Preference Share Redemption Event means the event that occurs if:

  • 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.