Common use of Escheat Clause in Contracts

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed three years after the Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental Body) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any Encumbrance.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Life360, Inc.), Agreement and Plan of Merger (Autodesk Inc)

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Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed by Effective Time Holders three years after the Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental BodyEntity) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear but thereafter remain subject to claim by the Securityholder otherwise entitled thereto (subject to applicable statute of any Encumbrancelimitations).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Under Armour, Inc.), Agreement and Plan of Merger (Under Armour, Inc.)

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed three years after the First Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental Body) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any Encumbrance.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Life360, Inc.), Agreement and Plan of Mergers (Splunk Inc)

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed three (3) years after the Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental Body) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any Encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pure Storage, Inc.)

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed by Effective Time Holders three years after the Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental BodyEntity) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any EncumbranceLien.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Under Armour, Inc.)

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to any applicable abandoned property lawLaw, escheat law Law or other similar applicable Legal RequirementLaw. Any Merger Consideration or other amounts remaining unclaimed three by Holders two (2) years after the Effective Time (or such earlier date immediately date, prior to such time time, as of which such amounts would otherwise escheat to or become property of any Governmental BodyGovernment Authority) shall, to the extent permitted by applicable Legal RequirementsLaws, become the property of Parent free and clear of any Encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (STG Group, Inc.)

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Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder Participating Securityholder or to any other Person for any amount properly paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed by Participating Securityholders three (3) years after the Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental Body) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any Encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Century Therapeutics, Inc.)

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to any applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed by the Effective Time Holders three years after the Effective Time (or such earlier date immediately date, prior to such time time, as of which such amounts would otherwise escheat to or become property of any Governmental BodyEntity) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any EncumbranceLien.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Indie Semiconductor, Inc.)

Escheat. Notwithstanding anything in this Agreement to the contrary, neither Parent nor any other Person shall be liable to any Effective Time Holder or to any other Person for any amount paid to a public official pursuant to applicable abandoned property law, escheat law or similar applicable Legal Requirement. Any Merger Consideration or other amounts remaining unclaimed by Effective Time Holders three (3) years after the Effective Time (or such earlier date immediately prior to such time as such amounts would otherwise escheat to or become property of any Governmental Body) shall, to the extent permitted by applicable Legal Requirements, become the property of Parent free and clear of any Encumbrance.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Churchill Downs Inc)

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