Common use of Contribution and Exchange Clause in Contracts

Contribution and Exchange. (a) Holder hereby agrees that immediately following the conversion of Holder’s Preferred Series A Subclass 1 Unit Account into Class S Ordinary Units as contemplated by Section 1 above, such newly issued Class S Ordinary Units shall automatically be contributed to BCG in exchange for BCG Class B Common Units, without any limitation on such contribution and exchange, with 14,175,586 Class S Ordinary Units being exchanged for 14,175,586 BCG Class B Common Units. (b) In connection with such contribution and exchange, each Class S Ordinary Unit shall be cancelled and its Capital Account reduced to zero, and BCH shall issue a number of Class A Units to BCG equal to the number of contributed and exchanged Class S Ordinary Units and the Capital Account of such newly issued Class A Units shall be credited with an amount equal to the amount by which the Capital Accounts of the contributed and exchanged Class S Ordinary Units were reduced. (c) Each of BCG and BCH hereby agrees to and approves the contribution and exchange contemplated by this Section 2 effective as of the date of this Agreement. (d) In accordance with Section 7.06 of the BCH LPA, Xxxxxx’s exchange of such Class S Ordinary Units into the BCG Class B Common Units has been approved by a majority in interest of the Class A Units of BCH.

Appears in 2 contracts

Samples: Conversion and Exchange Agreement (Beneficient), Conversion and Exchange Agreement (Beneficient Co Group, L.P.)

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Contribution and Exchange. (a) Holder hereby agrees that immediately following the conversion of Holder’s Preferred Series A Subclass 1 Unit Account into Class S Ordinary Units as contemplated by Section 1 above, such newly issued Class S Ordinary Units shall automatically be contributed to BCG in exchange for BCG Class A Common Units and BCG Class B Common Units, without any limitation on such contribution and exchange, with 14,175,586 658,724 Class S Ordinary Units being exchanged for 14,175,586 658,724 BCG Class A Common Units and 79,008 Class S Ordinary Units being exchanged for 79,008 BCG Class B Common Units. (b) In connection with such contribution and exchange, each Class S Ordinary Unit shall be cancelled and its Capital Account reduced to zero, and BCH shall issue a number of Class A Units to BCG equal to the number of contributed and exchanged Class S Ordinary Units and the Capital Account of such newly issued Class A Units shall be credited with an amount equal to the amount by which the Capital Accounts of the contributed and exchanged Class S Ordinary Units were reduced. (c) Each of BCG and BCH hereby agrees to and approves the contribution and exchange contemplated by this Section 2 effective as of the date of this Agreement. (d) In accordance with Section 7.06 of the BCH LPA, Xxxxxx’s exchange of such Class S Ordinary Units into the BCG Class A Common Units and the BCG Class B Common Units has been approved by a majority in interest of the Class A Units of BCH.

Appears in 2 contracts

Samples: Conversion and Exchange Agreement (Beneficient), Conversion and Exchange Agreement (Beneficient Co Group, L.P.)

Contribution and Exchange. (a) Holder hereby agrees that immediately following the conversion of HolderXxxxxx’s Preferred Series A Subclass 1 Unit Account into Class S Ordinary Units as contemplated by Section 1 above, such newly issued Class S Ordinary Units shall automatically be contributed to BCG in exchange for BCG Class B A Common Units, without any limitation on such contribution and exchange, with 14,175,586 737,733 Class S Ordinary Units being exchanged for 14,175,586 737,733 BCG Class B A Common Units. (b) In connection with such contribution and exchange, each Class S Ordinary Unit shall be cancelled and its Capital Account reduced to zero, and BCH shall issue a number of Class A Units to BCG equal to the number of contributed and exchanged Class S Ordinary Units and the Capital Account of such newly issued Class A Units shall be credited with an amount equal to the amount by which the Capital Accounts of the contributed and exchanged Class S Ordinary Units were reduced. (c) Each of BCG and BCH hereby agrees to and approves the contribution and exchange contemplated by this Section 2 effective as of the date of this Agreement. (d) In accordance with Section 7.06 of the BCH LPA, Xxxxxx’s exchange of such Class S Ordinary Units into the BCG Class B A Common Units has been approved by a majority in interest of the Class A Units of BCH.

Appears in 2 contracts

Samples: Conversion and Exchange Agreement (Beneficient), Conversion and Exchange Agreement (Beneficient Co Group, L.P.)

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Contribution and Exchange. (a) Holder hereby agrees that immediately following the conversion of Holder’s Preferred Series A Subclass 1 Unit Account into Class S Ordinary Units as contemplated by Section 1 above, such newly issued Class S Ordinary Units shall automatically be contributed to BCG in exchange for BCG Class B Common Units, without any limitation on such contribution and exchange, with 14,175,586 1,057,766 Class S Ordinary Units being exchanged for 14,175,586 1,057,766 BCG Class B Common Units. (b) In connection with such contribution and exchange, each Class S Ordinary Unit shall be cancelled and its Capital Account reduced to zero, and BCH shall issue a number of Class A Units to BCG equal to the number of contributed and exchanged Class S Ordinary Units and the Capital Account of such newly issued Class A Units shall be credited with an amount equal to the amount by which the Capital Accounts of the contributed and exchanged Class S Ordinary Units were reduced. (c) Each of BCG and BCH hereby agrees to and approves the contribution and exchange contemplated by this Section 2 effective as of the date of this Agreement. (d) In accordance with Section 7.06 of the BCH LPA, Xxxxxx’s exchange of such Class S Ordinary Units into the BCG Class B Common Units has been approved by a majority in interest of the Class A Units of BCH.

Appears in 2 contracts

Samples: Conversion and Exchange Agreement (Beneficient), Conversion and Exchange Agreement (Beneficient Co Group, L.P.)

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