Common use of Distributions with Respect to Unexchanged Shares Clause in Contracts

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 11 contracts

Samples: Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp)

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Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 7 contracts

Samples: Agreement and Plan of Reorganization (Seagate Technology Inc), Agreement and Plan of Reorganization (Critical Path Inc), Agreement and Plan of Reorganization (Seagate Technology Malaysia Holding Co Cayman Islands)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Acquiror Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Acquiror Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.7(d)) with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 7 contracts

Samples: Agreement and Plan of Reorganization (Softnet Systems Inc), Agreement and Plan of Reorganization (Cisco Systems Inc), Agreement and Plan of Reorganization (Uproar Inc)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 6 contracts

Samples: Agreement and Plan of Reorganization (Lantronix Inc), Agreement and Plan of Reorganization (Critical Path Inc), Agreement and Plan of Reorganization (Summit Design Inc)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent iPrint Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company iPrint Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent iPrint Common Stock issued in exchange therefor, without interest, interest at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 2.3(d)) with respect to such whole shares of Parent iPrint Common Stock.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Farros Royal), Agreement and Plan of Reorganization (Iprint Com Inc), Agreement and Plan of Reorganization (Iprint Com Inc)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate Company Common Stock with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate Company Common Stock shall surrender such Certificateshares of Company Common Stock. Subject to applicable law, following surrender of any such CertificateCompany Common Stock, there shall be paid delivered to the record holder of the certificates Company Common Stock a certificate representing whole shares of Parent Common Stock issued in exchange therefortherefor (including any cash in respect of any fractional shares), without interest, interest at the time of such surrender, and the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section) with respect to such whole shares of Parent Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger and Reorganization (Clear System Recycling, Inc.), Agreement and Plan of Merger and Reorganization (Clear System Recycling, Inc.)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time date of this Agreement with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder holders of any unsurrendered Certificate Certificates with respect to the shares of Parent Common Stock issuable to be issued upon conversion of the shares of Company Common Stock represented thereby surrender thereof until the holder holders of record of such Certificate Certificates shall surrender such CertificateCertificates. Subject to applicable law, following surrender of any such CertificateCertificates with a properly completed letter of transmittal, there the Exchange Agent shall be paid promptly deliver to the record holder of the holders thereof, without interest, certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, therefor and the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Israel Technology Acquisition Corp.), Agreement and Plan of Merger (Israel Technology Acquisition Corp.)

Distributions with Respect to Unexchanged Shares. of Company ----------------------------------------------------------- Capital Stock. No dividends or ------------------------------------------------ other distributions with respect to Parent ------------- Common Stock declared or made after the Effective Time with respect to Parent Common Stock and with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid payable with respect to such whole shares of Parent Common Stock.

Appears in 2 contracts

Samples: Affiliate Agreement (Level One Communications Inc /Ca/), Agreement and Plan of Reorganization (Level One Communications Inc /Ca/)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to the effect of applicable lawlaws, following surrender of any such Certificate, there shall be issued and paid to the record holder of the Certificate, (i) subject to Section 2.2(d), certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, and (ii) at the time of such surrenderappropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid but prior to surrender and a payment date subsequent to surrender payable with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Terms Agreement (Telemundo Holding Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Company Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Company Certificate shall surrender such CertificateCompany Certificate to Parent as provided in Section 1.8(a)(ii). Subject to applicable law, following surrender of any such Company Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the first sentence of this Section 1.8(c)) with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Endorex Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Acquiror Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Acquiror Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.7(e)) with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 1 contract

Samples: Escrow Agreement (Netcentives Inc)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock or Company Preferred Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Usweb Corp)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time date of this Agreement with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Flycast Communications Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificatehave complied with Section 1.10(c)(i). Subject to applicable law, following surrender satisfaction of any such Certificatethe terms and conditions of Section 1.10(c) hereof, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock. No interest shall be payable on any cash deliverable upon the exchange of any Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (MedQuist Holdings Inc.)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Company Stock Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Company Stock Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Company Stock Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lantronix Inc)

Distributions with Respect to Unexchanged Shares. No dividends or other ------------------------------------------------ other distributions with respect to Parent Common Stock declared or made after the Effective Time with respect to Parent Common Stock and with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid payable with respect to such whole shares of Parent Common StockStock .

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cirrus Logic Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable lawLaw, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Orchid Biosciences Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Stock Certificate or Bridge Note with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Stock Certificate shall surrender such CertificateStock Certificate or Bridge Note marked "cancelled". Subject to applicable law, following surrender of any such CertificateStock Certificate or Bridge Note marked "cancelled", there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cell Genesys Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time Date with respect to Parent Class B Common Stock with a record date after the Effective Time Date will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Class B Common Stock represented thereby until the holder of record of such Seller's Common Stock Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Class B Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time Date theretofore paid with respect to such whole shares of Parent Class B Common Stock.

Appears in 1 contract

Samples: Asset Purchase Agreement (Surge Components Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will shall be paid to the holder of any unsurrendered Certificate certificate for shares of Company Common Stock with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificatethereby. Subject to the effect of applicable lawlaws, following surrender of any such Certificatecertificate, there shall be paid to the record holder of the certificates certificate representing whole shares of Parent Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, surrender the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such shares of Parent Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Online System Services Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Acquiror Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Acquiror Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.7(d)) with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Multex Com Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to New Parent Common Stock with a record date after the Effective Time will shall be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to the effect of applicable lawlaws, following surrender of any such Certificate, there shall be issued and paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, such Certificate (i) at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore previously paid with respect to such whole shares of New Parent Common Stock, without interest, and (ii) at the appropriate payment date, the amount of dividends or other distributions having a record date after the Effective Time but prior to surrender and a payment date subsequent to surrender that are payable with respect to such whole shares of New Parent Common Stock.

Appears in 1 contract

Samples: Terms   in Agreement (General Maritime Corp/)

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Distributions with Respect to Unexchanged Shares. of Company ----------------------------------------------------------- Capital Stock. No dividends or ------------------------------------------------ other distributions with respect to Parent ------------- Common Stock declared or made after the Effective Time with respect to Parent Common Stock and with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange thereforfor any such unsurrendered Certificates, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid payable with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Stamps Com Inc

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock or Parent Preferred Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common or Parent Preferred Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock or Parent Preferred Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock or Parent Preferred Stock.

Appears in 1 contract

Samples: Voting Agreement (Niku Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Company Stock Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Company Stock Certificate shall surrender such Company Stock Certificate. Subject to applicable law, following surrender of any such Company Stock Certificate, there shall be paid to the record holder of the certificates Company Stock Certificate a certificate representing whole shares of Parent Common Stock issued in exchange therefortherefor (and cash in lieu of fractional shares), without interest, interest at the time of such surrender, and the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.11(d)) with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (Cellegy Pharmaceuticals Inc)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to the effect of applicable lawlaws, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, (i) at the time of such surrender, the amount of any dividends or other distributions with a record date after the Effective Time which, but for the non-surrender of such Certificate, would have been paid with respect to such whole shares of Acquiror Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid but prior to surrender and a payment date subsequent to surrender payable with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Metawave Communications Corp)

Distributions with Respect to Unexchanged Shares. No ------------------------------------------------ dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Visigenic Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Visigenic Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Visigenic Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 2.11)) with respect to such whole shares of Parent Visigenic Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Visigenic Software Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Capital Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Usweb Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Acquiror Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Acquiror Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.7(f)) with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Netcentives Inc)

Distributions with Respect to Unexchanged Shares. No ------------------------------------------------ dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Acquiror Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Acquiror Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.8(d)) with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Rational Software Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Company Stock Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Company Stock Certificate. Subject to applicable law, following surrender of any such Company Stock Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lantronix Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Acquiror Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Acquiror Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Acquiror Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of any such dividends or other distributions with a record date after the Effective Time theretofore paid payable (but for the provisions of this Section 1.7(c)) with respect to such whole shares of Parent Acquiror Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Fogdog Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ -------------------------------------------------- other distributions declared or made after the Effective Time date of this Agreement with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid payable with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Ydi Wireless Inc)

Distributions with Respect to Unexchanged Shares. No dividends ------------------------------------------------ or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Company Stock Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Company Stock Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Company Stock Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lantronix Inc)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions declared or made after the Effective Time with respect to Parent Common Stock with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock Membership Units represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Usweb Corp)

Distributions with Respect to Unexchanged Shares. No dividends or ------------------------------------------------ other distributions with respect to Parent Common Stock declared or made after the Effective Time with respect to Parent Common Stock and with a record date after the Effective Time will be paid to the holder of any unsurrendered Certificate with respect to the shares of Parent Common Stock issuable upon conversion of the shares of Company Common Stock represented thereby until the holder of record of such Certificate shall surrender such Certificate. Subject to applicable law, following surrender of any such Certificate, there shall be paid to the record holder of the certificates representing whole shares of Parent Common Stock issued in exchange therefor, without interest, at the time of such surrender, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid payable with respect to such whole shares of Parent Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Avt Corp)

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