Common use of Repurchases and Redemptions Clause in Contracts

Repurchases and Redemptions. (i) PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo or such Subsidiary for the same price per security, if any.

Appears in 3 contracts

Samples: Limited Liability Company Agreement (Wheels Up Experience Inc.), Limited Liability Company Agreement (Utz Brands, Inc.), Tax Receivable Agreement (Collier Creek Holdings)

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Repurchases and Redemptions. (i) PubCo The Managing Member or any of its Subsidiaries (other than the Company and its Subsidiaries) may not redeem, repurchase repurchase, or otherwise acquire (A) shares of Class A Common Stock Shares pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases repurchases, or otherwise acquires from PubCo the Managing Member or such Subsidiary an equal number of Class A Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo the Managing Member or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo the Managing Member or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo the Managing Member or such Subsidiary for the same price per security, if any.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (OppFi Inc.), Business Combination Agreement (FG New America Acquisition Corp.)

Repurchases and Redemptions. (ia) PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo or such Subsidiary for the same price per security, if any.

Appears in 2 contracts

Samples: Operating Agreement (Enfusion, Inc.), Operating Agreement (Enfusion, Inc.)

Repurchases and Redemptions. (i) PubCo Subject to Section 7.01(j)(ii), Pubco or any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program approved by the Board of Directors (or otherwise in connection with a transaction approved by the Board) and Board of Directors), provided that substantially simultaneously therewith therewith, the Company redeemsshall redeem, repurchases repurchase or otherwise acquires acquire from PubCo Pubco (together with Pubco Sub and the Blockers) or such Subsidiary an equal number of Common Class A Units for the same price per security, if any, or (B) any other Equity Securities of PubCo Pubco or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board of Directors approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and Board of Directors), provided that substantially simultaneously therewith therewith, the Company redeemsshall redeem, repurchases repurchase or otherwise acquires acquire from PubCo Pubco (together with Pubco Sub and the Blockers) or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo Pubco or such Subsidiary for the same price per security, if any.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Alight Group, Inc.), Limited Liability Company Agreement (Blackstone Holdings III L.P.)

Repurchases and Redemptions. (i) Neither PubCo or nor any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock Shares pursuant to a PubCo Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the PubCo Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of Common Units for the same price per security, if any, or (B) any other Equity Securities Interests of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a PubCo Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the PubCo Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities Interests of the Company with the same rights to dividends and distributions Distributions (including distributions Distributions upon liquidation) and other economic rights as those of such Equity Securities Interests of PubCo or such Subsidiary for the same price per security, if any.

Appears in 1 contract

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

Repurchases and Redemptions. (ia) PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeemsshall redeem, repurchases repurchase or otherwise acquires acquire from PubCo or such Subsidiary an equal number of Class A Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeemsshall redeem, repurchases repurchase or otherwise acquires acquire from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions Distributions (including distributions Distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Company Agreement (BlueRiver Acquisition Corp.)

Repurchases and Redemptions. (i) PubCo or Neither the Managing Member nor any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo the Managing Member or such Subsidiary an equal number of Common Units for the same price per security, if any, or (B) any other Equity Securities Interests of PubCo the Managing Member or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo the Managing Member or such Subsidiary an equal number of the corresponding class or series of Equity Securities Interests of the Company with the same rights to dividends and distributions Distributions (including distributions Distributions upon liquidation) and other economic rights as those of such Equity Securities Interests of PubCo the Managing Member or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Calyxt, Inc.)

Repurchases and Redemptions. (ia) PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and ), provided that substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of Class A Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and ), provided that substantially simultaneously therewith therewith, the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Redbox Entertainment Inc.)

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Repurchases and Redemptions. (i) Neither PubCo or nor any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock Shares pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of Common Units for the same price per security, if any, or (B) any other Equity Securities Interests of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities Interests of the Company with the same rights to dividends and distributions Distributions (including distributions Distributions upon liquidation) and other economic rights as those of such Equity Securities Interests of PubCo or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Highland Transcend Partners I Corp.)

Repurchases and Redemptions. (i) PubCo or Neither the Managing Member nor any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo the Managing Member or such Subsidiary an equal number of Common Class A Units for the same price per security, if any, or (B) any other Equity Securities Interests of PubCo the Managing Member or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo the Managing Member or such Subsidiary an equal number of the corresponding class or series of Equity Securities Interests of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities Interests of PubCo the Managing Member or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Business Combination Agreement (Spree Acquisition Corp. 1 LTD)

Repurchases and Redemptions. (i) PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) may not redeem, repurchase repurchase, or otherwise acquire (A) shares of Class A Common Stock Shares pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases repurchases, or otherwise acquires from PubCo or such Subsidiary an equal number of Class A Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and unless substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Operating Agreement (Biote Corp.)

Repurchases and Redemptions. (ia) PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) may redeem, repurchase or otherwise acquire (A) shares of Class A Common Stock pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of Class A Common Units for the same price per security, if any, or (B) any other Equity Securities of PubCo or any of its Subsidiaries (other than the Company and its Subsidiaries) pursuant to a Board approved repurchase plan or program (or otherwise in connection with a transaction approved by the Board) and substantially simultaneously therewith the Company redeems, repurchases or otherwise acquires from PubCo or such Subsidiary an equal number of the corresponding class or series of Equity Securities of the Company with the same rights to dividends and distributions (including distributions upon liquidation) and other economic rights as those of such Equity Securities of PubCo or such Subsidiary for the same price per security, if any.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Cano Health, Inc.)

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