Common use of Exercise of Exchange Right Subsequent to Retraction Clause in Contracts

Exercise of Exchange Right Subsequent to Retraction. In the event that a Holder has exercised its rights under Article 6 of the Exchangeable Share Provisions to require Exchangeco to redeem any or all of the Exchangeable Shares held by the applicable Holder (the "RETRACTED SHARES") and is notified by Exchangeco pursuant to Section 6.6 of the Exchangeable Share Provisions that Exchangeco will not be permitted as a result of solvency requirements or other provisions of applicable law to redeem all such Retracted Shares, provided that BEI shall not have exercised the Retraction Call Right with respect to the Retracted Shares and that the Holder of such Retracted Shares has not revoked the retraction request delivered by such Holder to Exchangeco pursuant to Section 6.1 of the Exchangeable Share Provisions, the Retraction Request will constitute and will be deemed to constitute notice from the Holder of the exercise of the Exchange Right with respect to those Retracted Shares that Exchangeco is unable to redeem. In any such event, Exchangeco hereby agrees to immediately notify the Holder of such prohibition against Exchangeco redeeming all of the Retracted Shares in full.

Exercise of Exchange Right Subsequent to Retraction. In the event that a Holder has exercised its rights under Article 6 of the Exchangeable Share Provisions to require Exchangeco Corporation to redeem any or all of the Exchangeable Shares held by the applicable Holder (the "RETRACTED SHARESRetracted Shares") and is notified by Exchangeco Corporation pursuant to Section 6.6 6.4 of the Exchangeable Share Provisions that Exchangeco Corporation will not be permitted as a result of solvency requirements or other provisions of applicable law to redeem all such Retracted Shares, provided that BEI PASW (either directly or indirectly through one or more of its Permitted Subsidiaries) shall not have exercised the Retraction Call Right with respect to the Retracted Shares and that the Holder of such Retracted Shares has not revoked the retraction request delivered by such the Holder to Exchangeco Corporation pursuant to Section 6.1 of the Exchangeable Share Provisions, the Retraction Request retraction request will constitute and will be deemed to constitute notice from the Holder of the exercise of the Exchange Right with respect to those Retracted Shares that Exchangeco which Corporation is unable to redeem. In any such event, Exchangeco Corporation hereby agrees to immediately notify the Holder of such prohibition against Exchangeco Corporation redeeming all of the Retracted Shares in fullShares.