Common use of Redemption Call Right Clause in Contracts

Redemption Call Right. Upon the occurrence of a Redemption Call Event, Parent shall have the overriding right (the “Redemption Call Right”), notwithstanding the proposed redemption of the Class B Shares by Exchangeco pursuant to Article 8 of the Class B Share Provisions, to purchase from all but not less than all of the Class B Shareholders (other than any Class B Shareholder which is an Affiliate of Parent) on the Redemption Date or, if the Class B Shares have not otherwise been redeemed or retracted by such date, any date following the Redemption Date (the “Later Redemption Date”), all but not less than all of the Class B Shares held by each such holder on payment by Parent to each Class B Shareholder an amount per Class B Share (the “Redemption Call Purchase Price”) equal to the Class B Share Consideration on the last Business Day prior to the Redemption Date or the Later Redemption Date, as applicable. In the event of the exercise of the Redemption Call Right by Parent, each Class B Shareholder shall be obligated to sell all the Class B Shares held by the Class B Shareholder to Parent on the Redemption Date or the Later Redemption Date, as applicable, on payment by Parent to the Class B Shareholder of the Redemption Call Purchase Price for each such Class B Share, and Exchangeco shall have no obligation to redeem such Class B Shares so purchased by Parent.

Appears in 2 contracts

Samples: Exchange Rights Agreement (Glass House Brands Inc.), Exchange Rights Agreement (Glass House Brands Inc.)

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Redemption Call Right. Upon Notwithstanding the occurrence proposed purchase for cancellation of a Redemption Call Eventthe Exchangeable Shares by the Company pursuant to Section 10, the Parent shall have the overriding right (the “Redemption Call Right”), notwithstanding the proposed redemption of the Class B Shares by Exchangeco pursuant to Article 8 of the Class B Share Provisions, ) to purchase from all but not less than all of the Class B Shareholders holders of Exchangeable Shares (other than any Class B Shareholder holder of Exchangeable Shares which is the Parent or an Affiliate affiliate of the Parent) on the Redemption Date or, if the Class B Shares have not otherwise been redeemed or retracted by such date, any date following the Redemption Date (the “Later Redemption Date”), all but not less than all of the Class B Exchangeable Shares held by each such holder on payment by the Parent to each Class B Shareholder an amount per Class B such holder of the Exchangeable Share Price (payable in the “Redemption Call Purchase Price”form of the Exchangeable Share Consideration) equal to the Class B Share Consideration applicable on the last Business Day prior to the Redemption Date or (the Later Redemption Date, as applicableCall Purchase Price”) in accordance with Section 7(c). In the event of the exercise of the Redemption Call Right by the Parent, each Class B Shareholder such holder shall be obligated to sell all of the Class B Exchangeable Shares held by the Class B Shareholder holder to the Parent on the Redemption Date or the Later Redemption Date, as applicable, on payment by the Parent to the Class B Shareholder such holder of the Redemption Call Purchase Price (payable in the form of Exchangeable Share Consideration) for each such Class B Shareshare, and Exchangeco the Company shall have no obligation to redeem redeem, or to pay the Redemption Price (as defined in the Exchangeable Share Provisions) in respect of, such Class B Shares shares so purchased by Parent.purchased. [Ameri – Exchangeable Share Provisions]

Appears in 1 contract

Samples: Amalgamation Agreement (AMERI Holdings, Inc.)

Redemption Call Right. Upon the occurrence of a Redemption Call Event, Parent Callco shall have the overriding right (the “Redemption Call Right”), notwithstanding the proposed redemption of the Class B Exchangeable Shares by Exchangeco pursuant to Article 8 of the Class B Exchangeable Share Provisions, to purchase from all but not less than all of the Class B Exchangeable Shareholders (other than any Class B Exchangeable Shareholder which is an Affiliate of ParentGMS) on the Redemption Date or, if the Class B Exchangeable Shares have not otherwise been redeemed or retracted by such date, any date following the Redemption Date (the “Later Redemption Date”), all but not less than all of the Class B Exchangeable Shares held by each such holder on payment by Parent Callco to each Class B such Exchangeable Shareholder of an amount per Class B Exchangeable Share (the “Redemption Call Purchase Price”) equal to the Class B Exchangeable Share Consideration on the last Business Day prior to the Redemption Date or the Later Redemption Date, as applicable. In the event of the exercise of the Redemption Call Right by ParentCallco, each Class B Exchangeable Shareholder shall be obligated to sell all the Class B Exchangeable Shares held by the Class B Exchangeable Shareholder to Parent Callco on the Redemption Date or the Later Redemption Date, as applicable, on payment by Parent Callco to the Class B Exchangeable Shareholder of the Redemption Call Purchase Price for each such Class B Exchangeable Share, and Exchangeco shall have no obligation to redeem such Class B Exchangeable Shares so purchased by ParentCallco.

Appears in 1 contract

Samples: Exchange Rights Agreement (GMS Inc.)

Redemption Call Right. Upon the occurrence of a Redemption Call Event, Parent CRC shall have the overriding right (the “Redemption Call Right”), notwithstanding the proposed redemption of the Class B Exchangeable Shares by Exchangeco pursuant to Article 8 7 of the Class B Exchangeable Share Provisions, to purchase from all but not less than all of the Class B Exchangeable Shareholders (other than any Class B Exchangeable Shareholder which is an Affiliate of ParentCRC) on the Redemption Date or, if the Class B Exchangeable Shares have not otherwise been redeemed or retracted by such date, any date following the Redemption Date (the “Later Redemption Date”), all but not less than all of the Class B Exchangeable Shares held by each such holder on payment by Parent CRC to each Class B Exchangeable Shareholder an amount per Class B Exchangeable Share (the “Redemption Call Purchase Price”) equal to the Class B Exchangeable Share Consideration on the last Business Day prior to the Redemption Date or the Later Redemption Date, as applicable. In the event of the exercise of the Redemption Call Right by ParentCRC, each Class B Exchangeable Shareholder shall be obligated to sell all the Class B Exchangeable Shares held by the Class B Exchangeable Shareholder to Parent CRC on the Redemption Date or the Later Redemption Date, as applicable, on payment by Parent CRC to the Class B Exchangeable Shareholder of the Redemption Call Purchase Price for each such Class B Exchangeable Share, and Exchangeco shall have no obligation to redeem such Class B Exchangeable Shares so purchased by ParentCRC.

Appears in 1 contract

Samples: Support Agreement

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Redemption Call Right. Upon the occurrence of a Redemption Call Event, Parent CSAC shall have the overriding right (the “Redemption Call Right”), notwithstanding the proposed redemption of the Class B Exchangeable Shares by Exchangeco pursuant to Article 8 of the Class B Exchangeable Share Provisions, to purchase from all but not less than all of the Class B Exchangeable Shareholders (other than any Class B Exchangeable Shareholder which is an Affiliate of ParentCSAC) on the Redemption Date or, if the Class B Exchangeable Shares have not otherwise been redeemed or retracted by such date, any date following the Redemption Date (the “Later Redemption Date”), all but not less than all of the Class B Exchangeable Shares held by each such holder on payment by Parent CSAC to each Class B Exchangeable Shareholder an amount per Class B Exchangeable Share (the “Redemption Call Purchase Price”) equal to the Class B Exchangeable Share Consideration on the last Business Day prior to the Redemption Date or the Later Redemption Date, as applicable. In the event of the exercise of the Redemption Call Right by ParentCSAC, each Class B Exchangeable Shareholder shall be obligated to sell all the Class B Exchangeable Shares held by the Class B Exchangeable Shareholder to Parent CSAC on the Redemption Date or the Later Redemption Date, as applicable, on payment by Parent CSAC to the Class B Exchangeable Shareholder of the Redemption Call Purchase Price for each such Class B Exchangeable Share, and Exchangeco shall have no obligation to redeem such Class B Exchangeable Shares so purchased by Parent.CSAC.‌

Appears in 1 contract

Samples: Exchange Rights Agreement

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