Common use of Liquidation Amount Clause in Contracts

Liquidation Amount. Subject to applicable Law, the Automatic Exchange Right and the Liquidation Call Right, upon the liquidation, dissolution or winding-up of ExchangeCo, whether voluntary or involuntary, or any other distribution of the assets of ExchangeCo among its shareholders for the purpose of winding up its affairs, a holder of Exchangeable Shares shall be entitled to receive from the assets of ExchangeCo, in respect of each Exchangeable Share held by such holder on the effective date of such liquidation, dissolution, winding-up or other distribution (the “Liquidation Date”), before any distribution of any part of the assets of ExchangeCo among the holders of the Common Shares or any other shares ranking junior to the Exchangeable Shares, an amount per Exchangeable Share equal to the Exchangeable Share Price applicable on the last Business Day immediately preceding the Liquidation Date (the “Liquidation Amount”), which shall be satisfied in full by ExchangeCo delivering or causing to be delivered to such holder the Exchangeable Share Consideration representing the Liquidation Amount, subject to Section 5.

Appears in 1 contract

Sources: Business Combination Agreement (Mangoceuticals, Inc.)

Liquidation Amount. Subject to applicable Law, law and the Automatic Exchange Right and due exercise by Molycorp or Callco of the Liquidation Call Right, upon in the event of the liquidation, dissolution or winding-up of ExchangeCo, whether voluntary or involuntary, the Company or any other distribution of the assets of ExchangeCo the Company among its shareholders for the purpose of winding up its affairs, a holder of Exchangeable Shares shall be entitled entitled, subject to applicable law, to receive from the assets of ExchangeCo, the Company in respect of each Exchangeable Share held by such holder on the effective date of such liquidation, dissolution, winding-up or other distribution (the “Liquidation Date”), before any distribution of any part of the assets of ExchangeCo the Company among the holders of the Common Shares or any other shares ranking junior to the Exchangeable Shares, an amount per Exchangeable Share share (the “Liquidation Amount”) equal to the Exchangeable Share Price applicable on the last Business Day immediately preceding prior to the Liquidation Date (the “Liquidation Amount”)Date, which price shall be satisfied in full by ExchangeCo the Company delivering or causing to be delivered to such holder the Exchangeable Share Consideration representing the Liquidation Amount, subject to Section 5Amount .

Appears in 1 contract

Sources: Arrangement Agreement (Molycorp, Inc.)

Liquidation Amount. Subject to applicable Law, laws and the Automatic Exchange Right and due exercise by Rockford or Callco of the Liquidation Call Right, upon in the event of the liquidation, dissolution or winding-up of ExchangeCo, whether voluntary or involuntary, Subco or any other distribution of the assets of ExchangeCo Subco among its shareholders for the purpose of winding up its affairs, a holder of Exchangeable Shares shall be entitled entitled, subject to applicable laws, to receive from the assets of ExchangeCo, Subco in respect of each Exchangeable Share held by such holder on the effective date of such liquidation, dissolution, winding-up or other distribution (the “Liquidation Date”), before any distribution of any part of the assets of ExchangeCo Subco among the holders of the Common Shares or any other shares ranking junior to the Exchangeable Shares, an amount per Exchangeable Share share (the “Liquidation Amount”) equal to the Exchangeable Share Price applicable on the last Business Day immediately preceding prior to the Liquidation Date (the “Liquidation Amount”)Date, which price shall be satisfied in full by ExchangeCo Subco delivering or causing to be delivered to such holder the Exchangeable Share Consideration representing the Liquidation Amount, subject to Section 5.

Appears in 1 contract

Sources: Share Exchange Agreement (Rockford Minerals Inc /Fi)