Common use of Exchange at the Option of the Holder Clause in Contracts

Exchange at the Option of the Holder. (a) If any Class A Preferred Units remain outstanding on the Exchange Date, a holder of Class A Preferred Units may, in such holder’s sole discretion, exchange its Class A Preferred Units (the “Loan Exchange Option”), in whole or in part, into Advisors Incremental Loans in an aggregate principal amount equal to the Liquidation Value of the Class A Preferred Units being exchanged, automatically and without any consent or other action of the Partnership. Any such Advisors Incremental Loans will have terms and conditions identical to those of Advisors Initial Loans in all respects and will be Loans (as defined in the Senior Subordinated Loan Agreement) for all purposes under the Senior Subordinated Loan Agreement. To the extent the Loan Exchange Option is exercised the holder will automatically be deemed to have exercised such option with respect to all Operating Group Class A Preferred Units issued by the Operating Partnerships and then held by such holder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Och-Ziff Capital Management Group LLC), Letter Agreement (Och-Ziff Capital Management Group LLC), Governance Agreement (Och-Ziff Capital Management Group LLC)

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Exchange at the Option of the Holder. (a) If any Class A Preferred Units remain outstanding on the Exchange Date, a holder of Class A Preferred Units may, in such holder’s sole discretion, exchange its Class A Preferred Units (the “Loan Exchange Option”), in whole or in part, into Advisors OZM Incremental Loans in an aggregate principal amount equal to the Liquidation Value of the Class A Preferred Units being exchanged, automatically and without any consent or other action of the Partnership. Any such Advisors OZM Incremental Loans will have terms and conditions identical to those of Advisors OZM Initial Loans in all respects and will be Loans (as defined in the Senior Subordinated Loan Agreement) for all purposes under the Senior Subordinated Loan Agreement. To the extent the Loan Exchange Option is exercised the holder will automatically be deemed to have exercised such option with respect to all Operating Group Class A Preferred Units issued by the Operating Partnerships and then held by such holder.

Appears in 3 contracts

Samples: Governance Agreement (Och-Ziff Capital Management Group LLC), Agreement and Plan of Merger (Och-Ziff Capital Management Group LLC), Letter Agreement (Och-Ziff Capital Management Group LLC)

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Exchange at the Option of the Holder. (a) If any Class A Preferred Units remain outstanding on the Exchange Date, a holder of Class A Preferred Units may, in such holder’s sole discretion, exchange its Class A Preferred Units (the “Loan Exchange Option”), in whole or in part, into Advisors II Incremental Loans in an aggregate principal amount equal to the Liquidation Value of the Class A Preferred Units being exchanged, automatically and without any consent or other action of the Partnership. Any such Advisors II Incremental Loans will have terms and conditions identical to those of Advisors II Initial Loans in all respects and will be Loans (as defined in the Senior Subordinated Loan Agreement) for all purposes under the Senior Subordinated Loan Agreement. To the extent the Loan Exchange Option is exercised the holder will automatically be deemed to have exercised such option with respect to all Operating Group Class A Preferred Units issued by the Operating Partnerships and then held by such holder.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Och-Ziff Capital Management Group LLC), Governance Agreement (Och-Ziff Capital Management Group LLC), Letter Agreement (Och-Ziff Capital Management Group LLC)

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