Common use of DTC Payment Clause in Contracts

DTC Payment. Prior to the Effective Time, Parent and the Company shall cooperate to establish procedures with the Payment Agent and The Depository Trust Company (“DTC” ) with the objective that the Payment Agent shall transmit to DTC or its nominee on the Closing Date (or if the Closing does not occur at such time that permits same day transmission, the first Business Day after the Closing Date) an amount in cash, by wire transfer of immediately available funds, equal to (i) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied by (ii) the Merger Consideration.

DTC Payment. Prior to the Effective TimeClosing, Parent and the Company shall will cooperate to establish procedures with the Payment Agent and The the Depository Trust Company (“DTC” ”) with the objective that the Payment Agent shall transmit to DTC or its nominee nominee, on the Closing Date (or if the Closing does not occur at such time that permits same day transmissionDate, the first Business Day after the Closing Date) an amount in cash, by wire transfer of immediately available funds, equal to the DTC Payment. The “DTC Payment” shall be an amount equal to the product obtained by multiplying (iA) the number of shares of Company Common Stock (other than Owned Company Shares and Dissenting Company Shares) held of record by DTC or such nominee immediately prior to the Effective Time multiplied Time; by (iiB) the Merger ConsiderationPer Share Price.