Common use of Exchange Procedure on Change of Control Exchange Clause in Contracts

Exchange Procedure on Change of Control Exchange. On or prior to the Change of Control Exchange Date, the Member shall deliver to the Corporation or the exchanging Subsidiary, as applicable, with a contemporaneous copy delivered to the Company, in each case during normal business hours at the principal executive offices of the Company and the Corporation, respectively: (A) an Exchange Notice, duly executed by the Member, (B) any certificates in the Member’s possession representing all Exchangeable Units being surrendered by the Member, (C) any stock certificates in the Member’s possession representing all shares of Class B Common Stock being surrendered by the Member and (D) if the Corporation, the Company or the exchanging Subsidiary requires the delivery of the certification contemplated by Section 2.4(b), such certification or written notice from the Member that it is unable to provide such certification.

Appears in 4 contracts

Samples: Exchange Agreement (Maravai Lifesciences Holdings, Inc.), Exchange Agreement (Powerschool Holdings, Inc.), Exchange Agreement (Maravai Lifesciences Holdings, Inc.)

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Exchange Procedure on Change of Control Exchange. On or prior to the Change of Control Exchange Date, the Member Company Unitholder shall deliver to the Corporation or the exchanging Subsidiary, as applicable, with a contemporaneous copy delivered to the Company, in each case during normal business hours at the principal executive offices of the Company and the Corporation, respectively: (A) an Exchange Notice, duly executed by the Membersuch Company Unitholder, (B) any certificates in the Membersuch Company Unitholder’s possession representing all Exchangeable Company Units being surrendered by the MemberCompany Unitholder, (C) any stock certificates in the Membersuch Company Unitholder’s possession representing all shares of Class B Common Stock being surrendered by the Member Company Unitholder and (D) if the Corporation, the Company or the exchanging Subsidiary requires the delivery of the certification contemplated by Section 2.4(b), such certification or written notice from the Member such Company Unitholder that it is unable to provide such certification.

Appears in 2 contracts

Samples: Exchange Agreement (Red Rock Resorts, Inc.), Exchange Agreement (Red Rock Resorts, Inc.)

Exchange Procedure on Change of Control Exchange. On or prior to the Change of Control Exchange Date, the Member shall deliver to the Corporation or the exchanging Subsidiary, as applicable, with a contemporaneous copy delivered to the Company, in each case during normal business hours at the principal executive offices of the Company and the Corporation, respectively: (A) an Exchange Notice, duly executed by the such Member, (B) any certificates in the such Member’s possession representing all Exchangeable Units being surrendered by the Member, (C) any stock certificates in the such Member’s possession representing all shares of Class B Common Stock being surrendered by the Member and (D) if the Corporation, the Company or the exchanging Subsidiary requires the delivery of the certification contemplated by Section 2.4(b), such certification or written notice from the such Member that it is unable to provide such certification.

Appears in 2 contracts

Samples: Form of Exchange Agreement (Carvana Co.), Exchange Agreement (Carvana Co.)

Exchange Procedure on Change of Control Exchange. On or prior to the Change of Control Exchange Date, the Member each Holder shall deliver to the Corporation or the exchanging Subsidiary, as applicable, with a contemporaneous copy delivered to the Company, in each case during normal business hours at the principal executive offices of the Company and the Corporation, respectively: (A) an Exchange Notice, duly executed by the MemberHolder, (B) any certificates in the MemberHolder’s possession representing all Exchangeable Units being surrendered by the MemberHolder, (C) any stock certificates in the MemberHolder’s possession representing all shares of Class B Common Stock being surrendered by the Member Holder and (D) if the Corporation, the Company or the exchanging Subsidiary requires the delivery of the certification contemplated by Section 2.4(b), such certification or written notice from the Member Holder that it is unable to provide such certification.

Appears in 1 contract

Samples: Exchange Agreement (Real Good Food Company, Inc.)

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Exchange Procedure on Change of Control Exchange. On or prior to the Change of Control Exchange Date, the Member shall deliver to the Corporation or the exchanging Subsidiary, as applicable, with a contemporaneous copy delivered to the Company, in each case during normal business hours at the principal executive offices of the Company and the Corporation, respectively: (A) an Exchange Notice, duly executed by the such Member, (B) any certificates in the such Member’s possession representing all Exchangeable Units being surrendered by the Member, (C) any stock certificates in the such Member’s possession representing all shares of Class B V Common Stock being surrendered by the Member and (D) if the CorporationCroporation, the Company or the exchanging Subsidiary requires the delivery of the certification contemplated by Section 2.4(b), such certification or written notice from the such Member that it is unable to provide such certification.

Appears in 1 contract

Samples: Exchange Agreement (Allvue Systems Holdings, Inc.)

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