Common use of Ownership Provision Clause in Contracts

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Documentation to the contrary, in no event shall Secured Party be entitled to acquire, receive, vote or exercise any other rights of a secured party in respect of any Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) the Beneficial Ownership by any Secured Party Person of Shares would be equal to or greater than 8.0% of the number of the total outstanding Shares; or (B) any Secured Party Person under any federal, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents of Issuer or any agreement to which Pledgor or any Affiliate thereof or Issuer is a party, in each case, (x) applicable to ownership of Shares and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of Shares equal to: (i) the number of Shares that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person or entity) of such Secured Party Person or would result in an adverse effect on such Secured Party Person under any Applicable Restriction, as determined by Secured Party in its reasonable discretion, in each case minus (ii) 1.0% of the number of the total outstanding Shares (each of paragraphs (A) and (B) above, an “Ownership Limitation”). (ii) The inability of Secured Party to acquire, receive or exercise rights with respect to any Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude Secured Party from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Documentation to the contrary, each Secured Party Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Collateral Shares that Secured Party is not entitled to acquire or receive, or exercise any other rights of a secured party in respect of, at any time pursuant to this Ownership Provision, until such time as Secured Party is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that Secured Party is so prohibited.

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Documentation Finance Documents to the contrary, in no event shall the Security Agent or any other Secured Party be entitled to acquire, receive, vote or exercise any other rights of a secured party the Security Agent or any other Secured Party in respect of any such Nasdaq Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) it would cause the Beneficial Ownership by any applicable Secured Party Person of Shares would be to have Beneficial Ownership equal to or greater than 8.0% of the number of the total outstanding Nasdaq Shares; or (B) any the applicable Secured Party Person under any federal, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents organization documents of Issuer Company or any agreement to which Pledgor a Grantor or any Affiliate thereof or Issuer Company is a party, in each case, (x) applicable to ownership of Nasdaq Shares and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of such Nasdaq Shares equal to: (i) the number of such Nasdaq Shares that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person or entity) of such the applicable Secured Party Person Person, as applicable, or would result in an adverse effect on such Secured Party Person under any Applicable Restriction, as determined by such Secured Party in its reasonable discretion, in each case minus (ii) 1.01% of the number of the total outstanding Nasdaq Shares (each of paragraphs (A) and (B) above, an “Ownership Limitation”). (ii) The inability of the Security Agent or any other Secured Party to acquire, receive or exercise rights with respect to any Nasdaq Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude the Security Agent or such other Secured Party from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Documentation Finance Documents to the contrary, each applicable Secured Party Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Nasdaq Collateral Shares that the Security Agent or such other Secured Party Party, as the case may be, is not entitled to acquire or receive, or exercise any other rights of a secured party the Security Agent or any other Secured Party in respect ofhereof, at any time pursuant to this Ownership Provision, until such time as the Security Agent or such other Secured Party Party, as the case may be, is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this an Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that the Security Agent or such other Secured Party Party, as the case may be, is so prohibited.

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Transaction Documentation to the contrary, in no event shall Secured Party be entitled to acquire, receive, vote or exercise any right of rehypothecation or any other rights of a secured party Secured Party in respect of any such Relevant Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) the extent the Issuer is not a “foreign private issuer” (within the meaning of the Exchange Act) at such time, it would cause Secured Party to have Beneficial Ownership by any Secured Party Person of Shares would be equal to or greater than 8.0% of the number of the total outstanding SharesShares of Issuer; or (B) Citibank’s Beneficial Ownership would, as reasonably determined by Citibank, require it to comply with beneficial ownership reporting requirements under Ontario securities legislation or under the securities legislation of any Canadian province or territory; or (C) any Secured Party Person under any U.S. or Canadian federal, provincial, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents organization documents of Issuer or any agreement to which Pledgor Grantor or any Affiliate thereof or Issuer is a party, in each case, (x) applicable to ownership of Shares and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of such Shares equal to: (i) the number of such Shares that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person person or entity) of such Secured Party Person or would result in an adverse effect on such Secured Party Person under any Applicable Restriction, as determined by Secured Party in its reasonable discretion, in each case minus (ii) 1.01% of the number of the total outstanding relevant Shares (each of paragraphs (A) and (B) above, an “Ownership Limitation”). (ii) The inability of Secured Party to acquire, receive or exercise rights with respect to any Relevant Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude Secured Party from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Transaction Documentation to the contrary, each Secured Party Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Collateral Shares that Secured Party is not entitled to acquire or receive, or exercise any other rights of a secured party in respect of, Secured Party at any time pursuant to this Ownership Provision, until such time as Secured Party is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this an Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that Secured Party is so prohibited.

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Documentation to the contrary, in no event shall Secured Party or any Agented Lender be entitled to acquire, receive, vote or exercise any other rights of a secured party in respect of any Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) the Beneficial Ownership by any Secured Party Person or any Lender Person of (i) Common Shares would be equal to or greater than 8.09.0% of the number of the total outstanding SharesCommon Shares or (ii) Voting Equity Interests would be would be equal to or greater than 9.0% of the total outstanding Voting Equity Interests; or (B) any Secured Party Person or Lender Person under any federal, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents of Issuer or any agreement to which Pledgor or any Affiliate thereof or Issuer is a party, in each case, (x) applicable to ownership of Shares Collateral and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of Shares units of Collateral equal to: (i) the number of Shares units of Collateral that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person or entity) of such Secured Party Person or such Lender Person, as applicable, or would result in an adverse effect on such Secured Party Person or such Lender Person, as applicable, under any Applicable Restriction, as determined by Secured Party in its reasonable discretion, in each case minus (ii) 1.0% of the number of the total outstanding Shares units of that type of Collateral (each of paragraphs (A) and (B) above, an “Ownership Limitation”). (ii) The inability of Secured Party or any Agented Lender to acquire, receive or exercise rights with respect to any Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude Secured Party or any Agented Lender from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Documentation to the contrary, each Secured Party Person and each Lender Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Collateral Shares that Secured Party or the Agented Lender, as the case may be, is not entitled to acquire or receive, or exercise any other rights of a secured party in respect of, at any time pursuant to this Ownership Provision, until such time as Secured Party or such Agented Lender, as the case may be, is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that Secured Party or such Agented Lender, as the case may be, is so prohibited.

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Documentation this Pledge Agreement to the contrary, in no event shall Secured Party be entitled to acquire, receive, vote or exercise any other rights of a secured party in respect of any Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) A. the Beneficial Ownership by any Secured Party Person of Shares would be equal to or greater than 8.09.0% of the number of the total outstanding Shares; or B. Secured Party itself or as part of any group (Bas such term is defined in Section 13(d) of the Exchange Act) beneficially owns (as defined in the Stockholders Agreement) in excess of 15% of the voting power of the outstanding Shares and Class B Common Stock; or C. any Secured Party Person under any federal, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents organization documents of Issuer or any agreement to which Pledgor or any Affiliate thereof or Issuer is a party, in each case, (x) applicable to ownership of Shares and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of Shares equal to: (i1) the number of Shares that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person or entity) of such Secured Party Person or would result in an adverse effect on such Secured Party Person under any Applicable Restriction, as determined by Secured Party in its reasonable discretion, in each case minus (ii2) 1.01% of the number of the total outstanding Shares (each of paragraphs (A) and ), (B) or (C) above, an “Ownership Limitation”). (ii) The inability of Secured Party to acquire, receive or exercise rights with respect to any Shares constituting Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude Secured Party from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Documentation to the contrary, each Each Secured Party Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Shares constituting Collateral Shares that Secured Party is not entitled to acquire or receive, or exercise any other rights of a secured party in respect of, at any time pursuant to this an Ownership Provision, until such time as Secured Party is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this such Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that Secured Party is so prohibited.

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Transaction Documentation to the contrary, in no event shall Secured Party be entitled to acquire, receive, vote or exercise any right of rehypothecation or any other rights of a secured party Secured Party in respect of any such Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) the extent the Issuer is not a “foreign private issuer” (within the meaning of the Exchange Act) at such time, it would cause Secured Party to have Beneficial Ownership by any Secured Party Person of Shares would be equal to or greater than 8.0% of the number of the total outstanding SharesShares of Issuer; or (B) any Secured Party Person under any federal, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents organization documents of Issuer or any agreement to which Pledgor Grantor or any Affiliate thereof or Issuer is a party, in each case, (x) applicable to ownership of Shares and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of such Shares equal to: (i) the number of such Shares that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person person or entity) of such Secured Party Person or would result in an adverse effect on such Secured Party Person under any Applicable Restriction, as determined by Secured Party in its reasonable discretion, in each case minus (ii) 1.01% of the number of the total outstanding relevant Shares (each of paragraphs (A) and (B) above, an “Ownership Limitation”). (ii) The inability of Secured Party to acquire, receive or exercise rights with respect to any Relevant Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude Secured Party from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Transaction Documentation to the contrary, each Secured Party Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Collateral Shares that Secured Party is not entitled to acquire or receive, or exercise any other rights of a secured party in respect of, Secured Party at any time pursuant to this Ownership Provision, until such time as Secured Party is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this an Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that Secured Party is so prohibited.

Ownership Provision. (i) Notwithstanding any other provision of the Margin Loan Documentation to the contrary, in no event shall Secured Party or any Agented Lender be entitled to acquire, receive, vote or exercise any other rights of a secured party in respect of any Collateral Shares to the extent (but only to the extent) that immediately upon giving effect to such acquisition, receipt or exercise of such rights: (A) the Beneficial Ownership by any Secured Party Person or any Lender Person of Common Shares would be equal to or greater than 8.09.0% of the number of the total outstanding Common Shares; or (B) any Secured Party Person or Lender Person under any federal, state or local laws, rules, regulations or regulatory orders or any provisions of the Organization Documents of Issuer or any agreement to which Pledgor or any Affiliate thereof or Issuer is a party, in each case, (x) applicable to ownership of Shares any type of Collateral and (y) as to which Secured Party has delivered irrevocable written notice to Pledgor of its election for this clause (B) to apply (“Applicable Restrictions”), would own, beneficially own, constructively own, control, hold the power to vote or otherwise meet a relevant definition of ownership in excess of a number of Shares units of that type of Collateral equal to: (i) the number of Shares units that would give rise to any reporting or registration obligation or other requirement (including obtaining prior approval by any Person or entity) of such Secured Party Person or such Lender Person, as applicable, or would result in an adverse effect on such Secured Party Person or such Lender Person, as applicable, under any Applicable Restriction, as determined by Secured Party in its reasonable discretion, in each case minus (ii) 1.01% of the number of the total outstanding Shares units of that type of Collateral (each of paragraphs (A) and (B) above, an “Ownership Limitation”). (ii) The inability of Secured Party or any Agented Lender to acquire, receive or exercise rights with respect to any Collateral Shares as provided above at any time as a result of an Ownership Limitation shall not preclude Secured Party or any Agented Lender from taking such action at a later time when no such Ownership Limitation is then existing or would result under this provision. Notwithstanding any other provision of the Margin Loan Documentation to the contrary, each Secured Party Person and each Lender Person shall not become the record or beneficial owner, or otherwise have any rights as a holder, of any Collateral Shares that Secured Party or the Agented Lender, as the case may be, is not entitled to acquire or receive, or exercise any other rights of a secured party in respect of, at any time pursuant to this Ownership Provision, until such time as Secured Party or such Agented Lender, as the case may be, is not prohibited from acquiring, receiving or exercising such rights in respect thereof under this Ownership Provision, and any such acquisition, receipt or exercise of such rights shall be void and have no effect to the extent (but only to the extent) that Secured Party or such Agented Lender, as the case may be, is so prohibited.