Common use of Expenses and Restrictions Clause in Contracts

Expenses and Restrictions. (a) Except as expressly set forth in this Agreement, OpCo and each Exchanging Member shall bear its own expenses in connection with the consummation of any Exchange, whether or not any such Exchange is ultimately consummated, except that OpCo shall bear any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, any Exchange; provided, however, that if any shares of Class A Common Stock are to be delivered in a name other than that of the Unitholder that requested the Exchange, then such Unitholder and/or the Person in whose name such shares are to be delivered shall pay to OpCo the amount of any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, such Exchange or shall establish to the reasonable satisfaction of OpCo that such tax has been paid or is not payable.

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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Expenses and Restrictions. (a) Except as expressly set forth in this Agreement, OpCo and each Exchanging Member exchanging Unitholder shall bear its own expenses in connection with the consummation of any Exchange, whether or not any such Exchange is ultimately consummated, except that OpCo shall bear any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, any Exchange; Exchange; provided, however, that if any shares of Class A Common Stock are to be delivered in a name other than that of the Unitholder that requested the Exchange, then such Unitholder and/or the Person person in whose name such shares are to be delivered shall pay to OpCo the amount of any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, such Exchange or shall establish to the reasonable satisfaction of OpCo that such tax has been paid or is not payable.

Appears in 3 contracts

Samples: Exchange Agreement (Dynasty Financial Partners Inc.), Exchange Agreement (Dynasty Financial Partners Inc.), Exchange Agreement (Dynasty Financial Partners Inc.)

Expenses and Restrictions. (a) Except as expressly set forth in this Agreement, OpCo and each Exchanging Member exchanging LLC Unitholder shall bear its own expenses in connection with the consummation of any Exchange, whether or not any such Exchange is ultimately consummated, except that OpCo shall bear any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, any Exchange; provided, however, that if any shares of Class A Common Stock Shares are to be delivered in a name other than that of the LLC Unitholder that requested the Exchange, then such LLC Unitholder and/or the Person person in whose name such shares are to be delivered shall pay to OpCo the amount of any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, such Exchange or shall establish to the reasonable satisfaction of OpCo that such tax has been paid or is not payable.

Appears in 2 contracts

Samples: Exchange Agreement (Highland Transcend Partners I Corp.), Exchange Agreement (Highland Transcend Partners I Corp.)

Expenses and Restrictions. (a) Except as expressly set forth in this Agreement, OpCo and each Exchanging Member exchanging LLC Unitholder shall bear its own expenses in connection with the consummation of any Exchange, whether or not any such Exchange is ultimately consummated, except that OpCo shall bear any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, any Exchange; provided, however, that if any shares of Class A Common Stock are to be delivered in a name other than that of the LLC Unitholder that requested the Exchange, then such LLC Unitholder and/or the Person person in whose name such shares are to be delivered shall pay to OpCo the amount of any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, such Exchange or shall establish to the reasonable satisfaction of OpCo that such tax has been paid or is not payable.

Appears in 2 contracts

Samples: Exchange Agreement (Wm Technology, Inc.), Form of Exchange Agreement (Silver Spike Acquisition Corp.)

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Expenses and Restrictions. (a) Except as expressly set forth in this Agreement, OpCo and each Exchanging Member shall bear its own expenses in connection with the consummation of any Exchange, whether or not any such Exchange is ultimately consummated, except that OpCo shall bear any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, any Exchange; provided, however, that if any shares of Class A Common Stock Shares are to be delivered issued in a name other than that of the LLC Unitholder that requested the Exchange, then such LLC Unitholder and/or the Person person in whose name such shares are to be delivered issued shall pay to OpCo the amount of any transfer taxes, stamp taxes or duties, or other similar taxes in connection with, or arising by reason of, such Exchange or shall establish to the reasonable satisfaction of OpCo that such tax has been paid or is not payable.

Appears in 1 contract

Samples: Exchange Agreement (Calyxt, Inc.)

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