Common use of Upon receipt by the Corporation of a Retraction Request Clause in Contracts

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford thereof. In order to exercise the Retraction Call Right, Weatherford must notify the Corporation in writing of its determination to do so (the "Weatherford Call Notice") within two Business Days of notification to Weatherford by the Corporation of the receipt by the Corporation of the Retraction Request. If Weatherford does not so notify the Corporation within such two Business Day period, the Corporation will notify the holder as soon as possible thereafter that Weatherford will not exercise the Retraction Call Right. If Weatherford delivers the Weatherford Call Notice within such two Business Day time period, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Retraction Request shall thereupon be considered only to be an offer by the holder to sell the Retracted Shares to Weatherford in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford shall purchase from such holder and such holder shall sell to Weatherford on the Retraction Date the Retracted Shares for a purchase price (the "Purchase Price") per share equal to the Retraction Price per share. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford shall deposit with the Transfer Agent, on or before the Retraction Date the Series 1 Exchangeable Share Consideration representing the total Purchase Price. In connection with and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligation. Provided that such Series 1 Exchangeable Share Consideration has been so deposited with the Transfer Agent, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford does not deliver a Weatherford Call Notice within such two Business Day period or otherwise comply with these Series 1 Exchangeable Share provisions in respect thereto, and provided that Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article 6.

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford thereofprovide notice thereof to BEI. In order to exercise the Retraction Call Right, Weatherford BEI must notify the Corporation in writing of its determination to do so (the "Weatherford Call NoticeBEI CALL NOTICE") within two five Business Days of notification to Weatherford BEI by the Corporation of the receipt by the Corporation of the Retraction Request. If Weatherford BEI does not so notify the Corporation within such two five Business Day period, the Corporation will notify the holder as soon as possible thereafter that Weatherford BEI will not exercise the Retraction Call Right. If Weatherford BEI delivers the Weatherford BEI Call Notice within such two five Business Day time period, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Retraction Request shall thereupon be considered only deemed to be an offer by the holder to sell the Retracted Shares to Weatherford BEI in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford BEI shall purchase from such holder and such holder shall sell to Weatherford BEI on the Retraction Date the Retracted Shares Shares, free and clear of all liens, claims and encumbrances, for a purchase price an amount per Retracted Share (the "Purchase PricePURCHASE PRICE") per share equal to (i) the Current Market Price of a BEI Share on the last Business Day prior to the Retraction Price per shareDate (which shall be satisfied in full by BEI causing to be delivered to such holder one BEI Share for each Exchangeable Share presented and surrendered by the holder), plus (ii) the Unpaid Dividend Amount, if any, on those Retracted Shares held by such holder on any dividend record date which occurred prior to the Retraction Date. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford BEI shall deposit with the Transfer Agent, on or before the Retraction Date Date, certificates representing BEI Shares and a cheque or cheques of BEI payable at par at any branch of the Series 1 Exchangeable Share Consideration bankers of BEI representing the total Purchase Price. In connection with Unpaid Dividend Amount, if any, less any amounts withheld on account of tax required to be deducted and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligationwithheld therefrom. Provided that such Series 1 Exchangeable Share Consideration BEI has been so deposited complied with the Transfer Agentimmediately preceding sentence, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford BEI does not deliver a Weatherford BEI Call Notice within such two five (5) Business Day period or otherwise comply with these Series 1 Exchangeable Share provisions in respect theretoperiod, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.76.7 hereof, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article Section 6. As a condition to such purchase, the holder shall deliver such other documents and instruments as may be required to effect a transfer of Exchangeable Shares under the Act and the articles and by-laws of the Corporation and such additional documents and instruments as the Transfer Agent, the Corporation or BEI may reasonably require, at the registered office of the Corporation or BEI (or at any office of the Transfer Agent as may be specified by the Corporation by notice to the holders of the Exchangeable Shares).

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford EduTrek thereof. In order to exercise the Retraction Call Right, Weatherford EduTrek must notify the Corporation in writing of its determination to do so (the "Weatherford Call NoticeEDUTREK CALL NOTICE") within two Business Days of notification to Weatherford by the Corporation of the receipt by the Corporation of the Retraction Requestsuch notification. If Weatherford EduTrek does not so notify the Corporation within such two Business Day periodDays, the Corporation will notify the holder as soon as possible thereafter that Weatherford EduTrek will not exercise the Retraction Call Right. If Weatherford EduTrek delivers the Weatherford EduTrek Call Notice within such two Business Day time periodDays, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Retraction Request EduTrek Call Notice shall thereupon be considered only to be an constitute acceptance by EduTrek of the offer by the holder to sell the Retracted Shares to Weatherford EduTrek in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford EduTrek shall purchase from such holder and such holder shall sell to Weatherford EduTrek on the Retraction Date the Retracted Shares for a purchase price (the "Purchase PricePURCHASE PRICE") per share equal to the Retraction Price per share. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford EduTrek shall deposit with the Transfer Agent, on or before the Retraction Date the Series 1 Exchangeable Share Consideration representing the total Purchase Price. In connection with and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligation. Provided that such Series 1 Exchangeable Share Consideration has been so deposited with the Transfer Agent, the closing of the purchase and sale of the Retracted Shares pursuant to the 18 61 Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford EduTrek does not deliver a Weatherford EduTrek Call Notice within such two Business Day period Days or otherwise comply with these Series 1 Exchangeable Share provisions in respect thereto, and provided that Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article 6.

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford US Co thereof. In order to exercise the Retraction Call Right, Weatherford US Co must notify the Corporation in writing of its determination to do so (the "Weatherford US Co Call Notice") within two Business Days of notification to Weatherford US Co by the Corporation of the receipt by the Corporation of the Retraction Request. If Weatherford US Co does not so notify the Corporation within such two Business Day period, the Corporation will notify the holder as soon as possible thereafter that Weatherford US Co will not exercise the Retraction Call Right. If Weatherford US Co delivers the Weatherford US Co Call Notice within such two Business Day time period, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Retraction Request shall thereupon be considered only to be an offer by the holder to sell the Retracted Shares to Weatherford US Co in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford US Co shall purchase from such holder and such holder shall sell to Weatherford US Co on the Retraction Date the Retracted Shares for a purchase price (the "Purchase Price") per share equal to the Retraction Price per share. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford US Co shall deposit with the Transfer Agent, on or before the Retraction Date the Series 1 Exchangeable Share Consideration representing the total Purchase Price. In connection with and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligation. Provided that such Series 1 Exchangeable Share Consideration has been so deposited with the Transfer Agent, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford US Co does not deliver a Weatherford US Co Call Notice within such two Business Day period or otherwise comply with these Series 1 Exchangeable Share provisions in respect thereto, and provided that Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article 6.

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford thereofprovide notice thereof to WACI. In order to exercise the Retraction Call Right, Weatherford WACI must notify the Corporation in writing of its determination to do so (the "Weatherford WACI Call Notice") within two five (5) Business Days of notification to Weatherford WACI by the Corporation of the receipt by the Corporation of the Retraction Request. If Weatherford WACI does not so notify the Corporation within such two five Business Day period, the Corporation will notify the holder as soon as possible thereafter that Weatherford WACI will not exercise the Retraction Call Right. If Weatherford WACI delivers the Weatherford WACI Call Notice within such two five Business Day time period, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section section 6.7, the Retraction Request shall thereupon be considered only deemed to be an offer by the holder to sell the Retracted Shares to Weatherford WACI in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford WACI shall purchase from such holder and such holder shall sell to Weatherford WACI on the Retraction Date the Retracted Shares for a purchase price an amount per Retracted Share (the "Purchase Price") per share equal to (i) the Current Market Price of a WACI Common Share on the last Business Day prior to the Retraction Price per shareDate (which may be satisfied in full by WACI instructing the Agent to deliver to such holder one WACI Common Share for each Exchangeable Share presented and surrendered by the holder), plus (ii) the Unpaid Dividend Amount, if any, on those Retracted Shares held by such holder on any dividend record date which occurred prior to the Retraction Date. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford in addition to giving instructions to the Agent, WACI shall deposit with the Transfer Agent, on Agent a cheque or before cheques of WACI payable at par at any branch of the Retraction Date the Series 1 Exchangeable Share Consideration bankers of WACI representing the total Purchase Price. In connection with Unpaid Dividend Amount, if any, less any amounts withheld on account of tax required to be deducted and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligationwithheld therefrom. Provided that such Series 1 Exchangeable Share Consideration WACI has been so deposited complied with the Transfer Agentimmediately preceding sentence, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford WACI does not deliver a Weatherford WACI Call Notice within such two five Business Day period or otherwise comply with these Series 1 Exchangeable Share provisions in respect theretoperiod, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7section 6.7 hereof, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article section 6.

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford Jaws US thereof. In order to exercise the Retraction Call Right, Weatherford Jaws US must notify the Corporation in writing of its determination to do so (the "Weatherford Jaws US Call Notice") within two Business Days of notification to Weatherford by the Corporation of the receipt by the Corporation of the Retraction Requestsuch notification. If Weatherford Jaws US does not so notify the Corporation within such two Business Day periodDays, the Corporation will notify the holder as soon as possible thereafter that Weatherford Jaws US will not exercise the Retraction Call Right. If Weatherford Jaws US delivers the Weatherford Jaws US Call Notice within such two Business Day time periodDays, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Retraction Request shall thereupon be considered only to be an offer by the holder to sell the Retracted Shares to Weatherford Jaws US in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford Jaws US shall purchase from such holder and such holder shall sell to Weatherford Jaws US on the Retraction Date the Retracted Shares for a purchase price place per share (the "Purchase Price") per share equal to the Retraction Price per sharePrice. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford Jaws US shall deposit with the Transfer Agent, on or before the Retraction Date Date, the Series 1 Exchangeable Share Consideration representing the total Purchase Price. In connection with and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligation. Provided that such Series 1 Exchangeable Share Consideration has been so deposited with the Transfer Agent, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford Jaws US does not deliver a Weatherford Jaws US Call Notice within such two Business Day period Days or otherwise comply with these Series 1 Exchangeable Share provisions in respect thereto, and provided that Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article 6.

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford OSI and OSI ULC thereof. In order to exercise the Retraction Call Right, Weatherford OSI or OSI ULC must notify the Corporation in writing of its determination to do so (the "Weatherford OSI Call Notice") within two Business Days of notification to Weatherford by the Corporation of the receipt by the Corporation of the Retraction Requestsuch notification. If Weatherford OSI or OSI ULC does not so notify the Corporation within such two Business Day periodDays, the Corporation will notify the holder as soon as possible thereafter that Weatherford neither OSI nor OSI ULC will not exercise the Retraction Call Right. If Weatherford OSI or OSI ULC delivers the Weatherford OSI Call Notice within such two Business Day time periodDays, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.76.7 hereof, the Retraction Request shall thereupon be considered only to be an offer by the holder to sell the Retracted Shares to Weatherford OSI or OSI ULC, as the case may be, in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford OSI or OSI ULC, as the case may be, shall purchase from such holder and such holder shall sell to Weatherford OSI or OSI ULC, as the case may be, on the Retraction Date the Retracted Shares for a purchase price per share (the "Purchase Price") per share equal to the Retraction Price per sharePrice, which as set forth in Section 6.4 hereof, shall be fully paid and satisfied by the delivery by or on behalf of OSI or OSI ULC, as the case may be, of the Exchangeable Share Consideration representing such holder's Purchase Price. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford OSI or OSI ULC, as the case may be, shall deposit with the Transfer Agent, on or before the Retraction Date Date, the Series 1 Exchangeable Share Consideration representing the total Purchase Price. In connection with and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligation. Provided that such Series 1 Exchangeable Share Consideration has been so deposited with the Transfer Agent, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford OSI or OSI ULC, as the case may be, does not deliver a Weatherford OSI Call Notice within such two Business Day period Days or otherwise comply with these Series 1 Exchangeable Share provisions in respect thereto, and provided that Retraction Request is not revoked by the holder in the manner specified in Section 6.76.7 hereof, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article 6.

Upon receipt by the Corporation of a Retraction Request. the Corporation shall immediately notify Weatherford TMW and Canco thereof. In order to exercise the Retraction Call Right, Weatherford TMW or Canco must notify the Corporation in writing of its determination to do so (the "Weatherford Call Notice") within two Business Days of notification to Weatherford by the Corporation of the receipt by the Corporation of the Retraction Requestsuch notification. If Weatherford does not so notify neither TMW nor Canco notifies the Corporation within such two Business Day periodDays, the Corporation will notify the holder as soon as possible thereafter that Weatherford neither TMW nor Canco will not exercise the Retraction Call Right. If Weatherford either TMW or Canco delivers the Weatherford Call Notice within such two Business Day time periodDays, and provided that the Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Retraction Request shall thereupon be considered only to be an offer by the holder to sell the Retracted Shares to Weatherford either TMW or Canco in accordance with the Retraction Call Right. In such event, the Corporation shall not redeem the Retracted Shares and Weatherford TMW or Canco as set forth in the Call Notice shall purchase from such holder and such holder shall sell to Weatherford either TMW or Canco on the Retraction Date the Retracted Shares for a purchase price (the "Purchase Price") per share equal to the Retraction Price per share. For the purposes of completing a purchase pursuant to the Retraction Call Right, Weatherford TMW or Canco shall deposit with the Transfer Agent, on or before the Retraction Date the Series 1 Exchangeable Share Consideration representing the total Purchase Price. In connection with and as part of the payment of the Purchase Price, Weatherford shall be entitled to liquidate some of the Weatherford Common Stock that would otherwise be deliverable to the particular holder of Series 1 Exchangeable Shares in order to fund any statutory withholding tax obligation. Provided that such Series 1 Exchangeable Share Consideration has been so deposited with the Transfer Agent, the closing of the purchase and sale of the Retracted Shares pursuant to the Retraction Call Right shall be deemed to have occurred as at the close of business on the Retraction Date and, for greater certainty, no redemption by the Corporation of such Retracted Shares shall take place on the Retraction Date. In the event that Weatherford does not deliver neither TMW nor Canco delivers a Weatherford Call Notice within such two Business Day period Days or otherwise comply with these Series 1 Exchangeable Share provisions in with respect thereto, and provided that Retraction Request is not revoked by the holder in the manner specified in Section 6.7, the Corporation shall redeem the Retracted Shares on the Retraction Date and in the manner otherwise contemplated in this Article 6.