Common use of Callco Liquidation Call Right Clause in Contracts

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “Liquidation Call Right’’), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, pursuant to Section 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RG) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on payment by Callco of an amount per share (the “Liquidation Call Purchase Price”) equal to the Current Market Price of RG Shares on the last business day prior to the Liquidation Date plus the Dividend Amount, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG Share plus any Dividend Amount. In the event of the exercise of the Liquidation Call Right by Callco, each holder shall be obligated to sell all the Exchangeable Shares held by the holder to Callco on the Liquidation Date on payment by Callco to the holder of the Liquidation Call Purchase Price for each such share, and Canco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, Exchangeco pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG Coors or an affiliate of RGCoors) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on payment by Callco of an amount per share (the “"Liquidation Call Purchase Price”") equal to the sum of, (i) the Current Market Price of RG Shares a share of Corresponding Coors Common Stock on the last business day Business Day prior to the Liquidation Date plus the Dividend AmountDate, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG Share share of Corresponding Coors Stock, plus (ii) any Dividend Amount. In the event of the exercise of the Liquidation Call Right by CallcoXxxxxx, each holder shall be obligated to sell all the Exchangeable Shares held by the holder to Callco on the Liquidation Date on payment by Callco to the holder of the Liquidation Call Purchase Price for each such share, and Canco Exchangeco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco ExchangeCo or any other distribution of the assets of Canco ExchangeCo among its shareholders for the purpose of winding winding-up its affairs, pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RGAcquiror) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on upon payment by Callco to each such holder of an amount per share (the “Liquidation Call Purchase Price”) equal to the Current Market Exchangeable Share Price of RG Shares applicable on the last business day Business Day prior to the Liquidation Date plus (the Dividend Amount, which shall be satisfied "Liquidation Call Purchase Price") in full by Callco delivering or causing to be delivered to such holder one RG Share plus any Dividend Amountaccordance with Subsection 8.2(c). In the event of the exercise of the Liquidation Call Right by Callco, each holder shall be obligated to sell all the Exchangeable Shares held by the such holder to Callco on the Liquidation Date on upon payment by Callco to the such holder of the Liquidation Call Purchase Price for each such shareExchangeable Share, and whereupon Canco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, Exchangeco pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG Coors or an affiliate of RGCoors) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on payment by Callco of an amount per share (the “"Liquidation Call Purchase Price”") equal to the sum of, (i) the Current Market Price of RG Shares a share of Corresponding Coors Common Stock on the last business day Business Day prior to the Liquidation Date plus the Dividend AmountDate, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG Share share of Corresponding Coors Stock, plus (ii) any Dividend Amount. In the event of the exercise of the Liquidation Call Right by Callco, each holder shall be obligated to sell all the Exchangeable Shares held by the holder to Callco on the Liquidation Date on payment by Callco to the holder of the Liquidation Call Purchase Price for each such share, and Canco Exchangeco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “Liquidation Call Right’’), ”) in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, Corporation pursuant to Section 5 4 of the Exchangeable these Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than Quanta or any holder of Exchangeable Shares which is RG or an affiliate Affiliate of RGQuanta) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on payment by Callco of an amount per share Exchangeable Share (the “Liquidation Call Purchase Price”) equal to (i) the Current Market Price of RG Shares a Quanta Share on the last business day Business Day prior to the Liquidation Date plus the Dividend Amount, (which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG Quanta Share for each Exchangeable Share presented and surrendered by the holder), plus any (ii) the Unpaid Dividend Amount, if any, on each such Exchangeable Share held by such holder. For greater certainty, the Liquidation Call Purchase Price for each such Exchangeable Share held by such holder on the Liquidation Date may be satisfied only by the Corporation causing the issuance and delivery to such holder of one Quanta Share and a cheque for the balance, if any, of the Liquidation Call Purchase Price without interest, less any amounts withheld on account of tax required to be deducted and withheld therefrom. In the event of the exercise of the Liquidation Call Right by Callco, each holder shall be obligated to sell all the Exchangeable Shares held by the holder to Callco on the Liquidation Date on and payment by Callco to the holder of the Liquidation Call Purchase Price for each such shareto the holders of Exchangeable Shares, and Canco the Corporation shall thereafter have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of redeem such shares so purchased by Callco.

Callco Liquidation Call Right. (a1) Callco shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, Corporation pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Holders who hold the Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RG) on the Liquidation Date (as defined therein) all but not less than all of the Exchangeable Shares held by each such holder the Holders on payment by Callco of an amount per share (the “"Liquidation Call Purchase Price”") equal to the Current Market Price of RG Shares Exchangeable Share Consideration applicable on the last business day Business Day prior to the Liquidation Date plus the Dividend AmountDate, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG the Holders the Exchangeable Share plus Consideration representing the Holders' total Liquidation Call Purchase Price, less any Dividend Amountamounts withheld pursuant to Section 3.4 hereof. In the event of the exercise of the Liquidation Call Right by CallcoCallco as aforesaid, each holder Holder shall be obligated to sell all of the Exchangeable Shares held by the holder Holder to Callco on the Liquidation Date on payment by Callco to the holder Holder of the Liquidation Call Purchase Price for each such share, less any amounts withheld pursuant to Section 3.4 hereof and, provided Callco makes such payment and Canco completes such purchase, the Corporation shall have no obligation to pay any the Liquidation Amount or Dividend Amount to (as defined in the holders of Exchangeable Share Provisions) on such shares so purchased by Callco.

Callco Liquidation Call Right. (a1) Callco shall have the overriding right (the “Liquidation Call Right’’”), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, Corporation pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Holders who hold the Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RG) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder the Holders on payment by Callco to the Holders of an amount per share Exchangeable Share (the “Liquidation Call Purchase Price”) equal to the Current Market Price of RG Shares Exchangeable Share Consideration applicable on the last business day Business Day prior to the Liquidation Date plus the Dividend AmountDate, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG the Holders the Exchangeable Share plus any Dividend AmountConsideration representing the Holders’ total Liquidation Call Purchase Price. In the event of the exercise of the Liquidation Call Right by Callco, each holder the Holders shall be obligated to sell all of the Exchangeable Shares held by the holder Holders to Callco on the Liquidation Date on payment by Callco to the holder Holders of the Liquidation Call Purchase Price for each such shareshare less any amounts withheld pursuant to Section 3.5 hereof, and Canco and, provided Callco completes such purchase, Corporation shall have no obligation to pay any the Liquidation Amount or Dividend Amount to the holders of for such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco CallCo shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco ExchangeCo or any other distribution of the assets of Canco ExchangeCo among its shareholders for the purpose of winding winding-up its affairs, pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RGAcquiror) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on upon payment by Callco CallCo to each such holder of an amount per share (the “Liquidation Call Purchase Price”) equal to the Current Market Exchangeable Share Price of RG Shares applicable on the last business day Business Day prior to the Liquidation Date plus (the Dividend Amount, which shall be satisfied "Liquidation Call Purchase Price") in full by Callco delivering or causing to be delivered to such holder one RG Share plus any Dividend Amountaccordance with Subsection 8.2(c). In the event of the exercise of the Liquidation Call Right by CallcoCallCo, each holder shall be obligated to sell all the Exchangeable Shares held by the such holder to Callco CallCo on the Liquidation Date on upon payment by Callco CallCo to the such holder of the Liquidation Call Purchase Price for each such shareExchangeable Share, and Canco whereupon ExchangeCo shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by CallcoCallCo.

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco Exchangeco or any other distribution of the assets of Canco Exchangeco among its shareholders for the purpose of winding winding-up its affairs, pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RGDuke Energy) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on upon payment by Callco to each such holder of an amount per share (the “Liquidation Call Purchase Price”) equal to the Current Market Exchangeable Share Price of RG Shares applicable on the last business day Business Day prior to the Liquidation Date plus (the Dividend Amount, which shall be satisfied "Liquidation Call Purchase Price") in full by Callco delivering or causing to be delivered to such holder one RG Share plus any Dividend Amountaccordance with Section 5.1(c). In the event of the exercise of the Liquidation Call Right by Callco, each holder shall be obligated to sell all the Exchangeable Shares held by the such holder to Callco on the Liquidation Date on upon payment by Callco to the such holder of the Liquidation Call Purchase Price for each such shareExchangeable Share, and Canco whereupon Exchangeco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco CallCo shall have the overriding right (the “Liquidation Call Right’’”), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, ExchangeCo pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RG) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on payment by Callco CallCo of an amount per share (the “Liquidation Call Purchase Price”) equal to (i) the Current Market Price (as defined in the Exchangeable Share Provisions) of RG Shares a share of Parent Common Stock on the last business day Business Day prior to the Liquidation Date plus the Dividend AmountDate, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG share of Parent Common Stock, plus (ii) the right to receive the full amount when paid of all unpaid dividends on such Exchangeable Share plus any Dividend Amountfor which the record date has occurred prior to the Liquidation Date (collectively, the “Liquidation Call Purchase Price”). In the event of the exercise of the Liquidation Call Right by CallcoCallCo, each holder shall be obligated to sell all the Exchangeable Shares held by the holder to Callco CallCo on the Liquidation Date on payment by Callco CallCo to the holder of the Liquidation Call Purchase Price for each such share, and Canco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.

Callco Liquidation Call Right. (a1) Callco shall have the overriding right (the “"Liquidation Call Right’’"), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, Corporation pursuant to Section Article 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RG) on the Liquidation Date Beneficiaries all but not less than all of the Exchangeable Shares held by each such holder the Beneficiaries on payment by Callco of an amount per share (the “"Liquidation Call Purchase Price”") equal to the Current Market Price of RG Shares Exchangeable Share Consideration applicable on the last business day Business Day prior to the Liquidation Date plus the Dividend AmountDate, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG the Beneficiaries the Exchangeable Share plus any Dividend AmountConsideration representing the Beneficiaries' total Liquidation Call Purchase Price. In the event of the exercise of the Liquidation Call Right by CallcoCallco as aforesaid, each holder Beneficiary shall be obligated to sell all of the Exchangeable Shares held by the holder Beneficiary to Callco on the Liquidation Date on payment by Callco to the holder Beneficiary of the Liquidation Call Purchase Price for each such share, and Canco and, provided Callco completes such purchase, the Corporation shall have no obligation to pay any the Liquidation Amount or Dividend Amount to (as defined in the holders of Exchangeable Share Provisions) on such shares so purchased by Callco.

Callco Liquidation Call Right. (a) Callco shall have the overriding right (the “Liquidation Call Right’’”), in the event of and notwithstanding the proposed liquidation, dissolution or winding-up of Canco or any other distribution of the assets of Canco among its shareholders for the purpose of winding up its affairs, pursuant to Section 5 of the Exchangeable Share Provisions, to purchase from all but not less than all of the holders of Exchangeable Shares (other than any holder of Exchangeable Shares which is RG or an affiliate of RG) on the Liquidation Date all but not less than all of the Exchangeable Shares held by each such holder on payment by Callco of an amount per share (the “Liquidation Call Purchase Price”) equal to the Current Market Price of RG Shares on the last business day prior to the Liquidation Date plus the Dividend Amount, which shall be satisfied in full by Callco delivering or causing to be delivered to such holder one RG Share plus any Dividend Amount. In the event of the exercise of the Liquidation Call Right by Callco, each holder shall be obligated to sell all the Exchangeable Shares held by the holder to Callco on the Liquidation Date on payment by Callco to the holder of the Liquidation Call Purchase Price for each such share, and Canco shall have no obligation to pay any Liquidation Amount or Dividend Amount to the holders of such shares so purchased by Callco.