Common use of Corporation Offer or Change of Control Clause in Contracts

Corporation Offer or Change of Control. (a) In the event that a tender offer, share exchange offer, issuer bid, take-over bid, recapitalization or similar transaction with respect to Class A Common Stock (a “Corporation Offer”) is proposed by the Corporation or is proposed to the Corporation or its stockholders and approved by the Board or is otherwise effected or to be effected with the consent or approval of the Board or the Corporation will undergo a Change of Control, the Unitholders shall be permitted to deliver an Exchange Notice (which Exchange Notice shall be effective immediately prior to the consummation of such Corporation Offer or Change of Control (and, for the avoidance of doubt, shall be contingent upon such Corporation Offer or Change of Control and not be effective if such Corporation Offer or Change of Control is not consummated)). In the case of a Corporation Offer proposed by the Corporation, the Corporation will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit the Unitholders to participate in such Corporation Offer to the same extent or on an economically equivalent basis as the holders of shares of Class A Common Stock without discrimination.

Appears in 4 contracts

Samples: Limited Liability Company Agreement (Hagerty, Inc.), Amended and Restated Exchange Agreement (Hagerty, Inc.), Amended and Restated Exchange Agreement (Hagerty, Inc.)

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Corporation Offer or Change of Control. (a) In the event that a tender offer, share exchange offer, issuer bid, take-over bid, recapitalization or similar transaction with respect to Class A Common Stock Ordinary Shares (a “Corporation Offer”) is proposed by the Corporation or is proposed to the Corporation or its stockholders and approved by the Board shareholders or is otherwise effected or to be effected with the consent or approval of the Board Corporation, or the Corporation will undergo a Change of Control, the Unitholders Shareholders shall be permitted to deliver an Exchange Notice (which Exchange Notice shall be effective immediately prior to the consummation of such Corporation Offer or Change of Control (and, for the avoidance of doubt, shall be contingent upon such Corporation Offer or Change of Control and not be effective if such Corporation Offer or Change of Control is not consummated)). In the case of a Corporation Offer proposed by the Corporation, the Corporation will use its reasonable best efforts expeditiously and in good faith to take all such actions and do all such things as are necessary or desirable to enable and permit the Unitholders Shareholders to participate in such Corporation Offer to the same extent or on an economically equivalent basis as the holders of shares of Class A Common Stock Ordinary Shares without discrimination.

Appears in 4 contracts

Samples: Exchange Agreement (Aeries Technology, Inc.), Exchange Agreement (Aeries Technology, Inc.), Exchange Agreement (Worldwide Webb Acquisition Corp.)

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