Deposit of Merger Consideration. At or prior to the Effective Time, Parent shall (i) authorize the Exchange Agent to issue an aggregate number of shares of Parent Common Stock equal to the aggregate Merger Consideration, and (ii) deposit, or cause to be deposited with, the Exchange Agent, to the extent then determinable, any cash payable in lieu of fractional shares pursuant to Section 2.3(f) (the “Exchange Fund”).
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Samples: Agreement and Plan of Merger (Wachovia Corp New), Agreement and Plan of Merger (Bank of America Corp /De/), Agreement and Plan of Merger (Wachovia Corp New)
Deposit of Merger Consideration. At or prior to the Effective Time, Parent shall (i) authorize the Exchange Agent to issue an aggregate number of shares of Parent Common Stock equal to the aggregate Merger Consideration, and Consideration (ii) deposit, or cause to be deposited with, together with the proceeds from the sale of the Excess Shares by the Exchange Agent, to the extent then determinable, any cash payable in lieu of fractional shares pursuant to Section 2.3(f) (the “Exchange Fund”).
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Landamerica Financial Group Inc), Agreement and Plan of Merger (Fidelity National Financial, Inc.), Agreement and Plan of Merger (Pma Capital Corp)
Deposit of Merger Consideration. At or prior to the Effective Time, Parent shall (i) authorize the Exchange Agent to issue an aggregate number of shares of Parent Common Stock equal to the aggregate Merger Consideration, and (ii) deposit, or cause to be deposited with, the Exchange Agent, to the extent then determinable, any cash payable in lieu of fractional shares pursuant to Section 2.3(f) (the “"Exchange Fund”").
Appears in 2 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Bear Stearns Companies Inc)
Deposit of Merger Consideration. At or prior to the Effective Time, Parent shall (i) authorize the Exchange Agent to issue an aggregate number of shares of Parent Common Stock equal to the portion of the aggregate Merger Consideration, and (ii) deposit, or cause to be deposited with, the Exchange Agent, Consideration that is issuable in respect of Certificates that immediately prior to the extent then determinable, any cash payable in lieu Effective Time represented shares of fractional shares pursuant to Section 2.3(f) Company Class A Common Stock (the “Exchange Fund”).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Comprehensive Care Corp)
Deposit of Merger Consideration. At or prior to the Effective Time, the Parent shall (i) authorize deposit, or shall cause to be deposited, with the Exchange Agent to issue an aggregate certificates representing the number of shares of Parent Common Stock equal sufficient to deliver the aggregate Merger Consideration, and (ii) deposit, or cause to be deposited with, the Exchange Agent, to the extent then determinable, any cash payable in lieu of fractional shares pursuant to Section 2.3(f) Consideration (the “Exchange Fund”), and Parent shall instruct the Exchange Agent to timely pay the aggregate Merger Consideration (including cash in lieu of fractional shares) in accordance with this Agreement.
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