Common use of Grant and Ownership of the Exchange Right Clause in Contracts

Grant and Ownership of the Exchange Right. Acquiror hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right”), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 4 contracts

Samples: Voting and Exchange Trust Agreement (Gran Tierra Energy, Inc.), Stock Purchase Agreement (Surge Global Energy, Inc.), Voting and Exchange Trust Agreement (Surge Global Energy, Inc.)

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Grant and Ownership of the Exchange Right. Acquiror hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 3 contracts

Samples: Arrangement Agreement (Magnum Hunter Resources Corp), Arrangement Agreement (Gran Tierra Energy, Inc.), Voting and Exchange Trust Agreement (Magnum Hunter Resources Corp)

Grant and Ownership of the Exchange Right. Acquiror Enerplus hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries Beneficiaries, the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Enerplus to purchase from each or any Beneficiary all or any part of the Exchangeable Shares Securities held by such Beneficiary Beneficiary, and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror Enerplus hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Enerplus to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 2 contracts

Samples: Voting and Exchange Trust Agreement (Enerplus Resources Fund), Voting and Exchange Trust Agreement (Enerplus Resources Fund)

Grant and Ownership of the Exchange Right. Acquiror LoJack hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right”), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror LoJack to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror LoJack hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror LoJack to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 2 contracts

Samples: Combination Agreement (Lojack Corp), Voting and Exchange Trust Agreement (Lojack Corp)

Grant and Ownership of the Exchange Right. Acquiror Newco hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Newco to purchase from each or any Beneficiary all or any part of the CN Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreementtrust agreement. Acquiror Newco hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Newco to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreementtrust agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Rights Agreement (Burlington Northern Santa Fe Corp)

Grant and Ownership of the Exchange Right. Acquiror FCE hereby grants to the Trustee Trustee, as trustee for and for, on behalf of, and for the use and benefit ofof the Beneficiaries, the Beneficiaries the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror FCE to purchase from each or any Beneficiary Beneficiary, all or any part of the Exchangeable Shares held by such Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror FCE hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights by Acquiror FCE to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Put Right, the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Combination Agreement (Fuelcell Energy Inc)

Grant and Ownership of the Exchange Right. Acquiror Acquirer hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Acquirer to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror Acquirer hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Acquirer to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Canwest Petroleum Corp)

Grant and Ownership of the Exchange Right. Acquiror Parent hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right”), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Parent to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such Beneficiary and the Rights upon Automatic Exchange RightsExchange, all in accordance with the provisions of this Agreement. Acquiror Parent hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Rights upon Automatic Exchange Rights by Acquiror Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Rights upon Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Rights upon Automatic Exchange RightsExchange, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting Agreement (Ad.Venture Partners, Inc.)

Grant and Ownership of the Exchange Right. Acquiror Newco hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the ``Exchange Right''), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Newco to purchase from each or any Beneficiary all or any part of the CN Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreementtrust agreement. Acquiror Newco hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Newco to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreementtrust agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Combination Agreement (Burlington Northern Santa Fe Corp)

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Grant and Ownership of the Exchange Right. Acquiror Parent hereby grants to the Trustee as trustee Trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right”), exercisable upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Parent to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror Parent hereby acknowledges receipt from the Trustee as trustee Trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Future Energy Corp.)

Grant and Ownership of the Exchange Right. Acquiror Bowater hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right”), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Bowater to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreementtrust agreement. Acquiror Bowater hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Bowater to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreementtrust D-7 agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Memorandum of Agreement (Bowater Inc)

Grant and Ownership of the Exchange Right. Acquiror Parent hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right”), exercisable upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Parent to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror Parent hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Arrangement Agreement (Counterpath Solutions, Inc.)

Grant and Ownership of the Exchange Right. Acquiror Merge hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the “Exchange Right), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Merge to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror Merge hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Merge to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement Memorandum of Agreement (Merge Technologies Inc)

Grant and Ownership of the Exchange Right. Acquiror Weyerhaeuser hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Beneficiaries the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require Acquiror Weyerhaeuser to purchase from each or any Beneficiary all or any part of the Exchangeable Shares held by such the Beneficiary and the Automatic Exchange Rights, all in accordance with the provisions of this Agreement. Acquiror Weyerhaeuser hereby acknowledges receipt from the Trustee as trustee for and on behalf of the Beneficiaries of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right and the Automatic Exchange Rights by Acquiror Weyerhaeuser to the Trustee. During the term of the Trust and subject to the terms and conditions of this Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and the Automatic Exchange Rights and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right and the Automatic Exchange Rights, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Weyerhaeuser Co)

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