Common use of Grant and Ownership of the Exchange Right Clause in Contracts

Grant and Ownership of the Exchange Right. The Parent hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Non-Affiliated Holders the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require the Parent to purchase or at the Parent's option cause Holdco to purchase, from each or any Non-Affiliated Holder all or any part of the Exchangeable Shares held by the Non-Affiliated Holder, all in accordance with the provisions of this Trust Agreement. The Parent hereby acknowledges receipt from the Trustee, as trustee for and on behalf of the Non-Affiliated Holders, of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right by the Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Trust Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right, provided that the Trustee shall:

Appears in 1 contract

Samples: Exchange Trust Agreement (Cr Resorts Capital S De R L De C V)

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Grant and Ownership of the Exchange Right. The Parent hereby grants to the Trustee as trustee mandatary for and on behalf of, and for the use and benefit of, the Non-Affiliated Holders the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require the Parent to purchase or at the Parent's option cause Holdco to purchase, from each or any Non-Affiliated Holder all or any part of the Exchangeable Shares held by the Non-Affiliated Holder, all in accordance with the provisions of this Trust Agreementtrust agreement. The Parent hereby acknowledges receipt from the Trustee, as trustee for and on behalf of the Non-Affiliated Holders, of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right by the Parent to the Trustee. During the term of the Trust hereof and subject to the terms and conditions of this Trust Agreementtrust agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting, Support and Exchange Trust Agreement (Planet411 Com Inc)

Grant and Ownership of the Exchange Right. The Parent Subco hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Non-Affiliated Holders (a) the Exchange Put Right and (b) the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require the Parent Subco to purchase or at the Parent's option cause Holdco to purchase, from each or any Non-Affiliated Holder all or any part of the Exchangeable Shares held by the Non-Affiliated HolderHolders, all in accordance with the provisions of this Trust AgreementAgreement and the Exchangeable Share Provisions, as the case may be. The Parent Subco hereby acknowledges receipt from the Trustee, Trustee as trustee for and on behalf of the Non-Affiliated Holders, Holders of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Put Right and the Exchange Right by the Parent Subco to the Trustee. During the term of the Trust and subject to the terms and conditions of this Trust Agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Put Right and the Exchange Right and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Put Right and the Exchange Right, provided that the Trustee shall:

Appears in 1 contract

Samples: Voting and Exchange Trust Agreement (Pri Automation Inc)

Grant and Ownership of the Exchange Right. The Parent hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Non-Affiliated Holders the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require the Parent to purchase or at the Parent's option cause Holdco to purchase, from each or any Non-Affiliated Holder all or any part of the Exchangeable Shares held by the Non-Affiliated Holder, all in accordance with the provisions of this Trust Agreementtrust agreement. The Parent hereby acknowledges receipt from the Trustee, as trustee for and on behalf of the Non-Affiliated Holders, of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right by the Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Trust Agreementtrust agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right, provided that the Trustee shall:

Appears in 1 contract

Samples: Combination Agreement (Electronic Retailing Systems International Inc)

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Grant and Ownership of the Exchange Right. The Parent hereby grants to the Trustee as trustee for and on behalf of, and for the use and benefit of, the Non-Affiliated Holders the right (the "Exchange Right"), upon the occurrence and during the continuance of an Insolvency Event, to require the Parent to purchase or at the Parent's option to cause Holdco Smithfield Sub to purchase, purchase from each or any Non-Affiliated Holder all or any part of the Exchangeable Shares held by the Non-Affiliated Holder, all in accordance with the provisions of this Trust Agreementtrust agreement. The Parent hereby acknowledges receipt from the Trustee, as trustee for and on behalf of the Non-Affiliated Holders, of good and valuable consideration (and the adequacy thereof) for the grant of the Exchange Right by the Parent to the Trustee. During the term of the Trust and subject to the terms and conditions of this Trust Agreementtrust agreement, the Trustee shall possess and be vested with full legal ownership of the Exchange Right and shall be entitled to exercise all of the rights and powers of an owner with respect to the Exchange Right, provided that the Trustee shall:

Appears in 1 contract

Samples: Trust Agreement (Smithfield Foods Inc)

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