Preemptive Rights

the rights given to existing Stockholders to have first refusal on the transfer of existing Shares or the issue of new Shares by a company. In Startups, these rights are typically given to Preferred Stockholders in a Preferred Stock Financing and are found in the Investor Rights Agreement. Okay, technically Preemptive Rights in Delaware can only exist in the Charter, but these rights are the contractual equivalent and generally people still (incorrectly) refer to them as Preemptive Rights. This is a Book of Jargon after all, so who are we to correct them?

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Business Model Innovation

the act of accumulating long-term value by delivering services to customers in a new, more efficient manner. In response to technological changes, a firm may have to revamp the entire business model to remain competitive.

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Loss Payee

the person or persons to whom a property insurance company writes a check for proceeds of a claim. Secured Lenders want to be named a Loss Payee because the damaged or destroyed property is the Collateral securing the Lenders’ loan, so they want to ensure that any proceeds received in respect of such Collateral are used to either purchase replacement Collateral or repay debt.

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Financial Covenants

provisions in a loan agreement according to which the Borrower is obligated to maintain or fulfill specific financial target settings during the duration of the loan

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Roughneck

a colloquial term for a member of the drilling crew that assists with daily operations and maintenance on the Drilling Rig. Also the frontrunner name submission in the event Midland, Texas ever gets an NFL team.

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