Exchange and Payment Procedures; Surrender of Certificates. As promptly as practicable, but not more than ten business days following the Effective Time, MFC shall send or cause to be sent to each former CNB shareholder of record immediately prior to the Effective Time written instructions and transmittal materials (a "Transmittal Letter") for use in surrendering CNB Certificates to MFC or to an exchange agent appointed by MFC. Upon the proper surrender and delivery to MFC or its agent (in accordance with its instructions, and accompanied by a properly completed Transmittal Letter) by a former shareholder of CNB of his or her CNB Certificate(s), and in exchange therefor, MFC shall as soon as practicable issue and deliver to the shareholder stock certificates and/or a check evidencing the consideration into which the shareholder's CNB Stock was converted at the Effective Time, together with cash for any fractional shares of MFC Common Stock calculated as described in Paragraph 1.05(g) below. Subject to Paragraph 1.05(h), no certificate evidencing MFC Common Stock or check for cash shall be issued or delivered to any former CNB shareholder unless and until that shareholder shall have properly surrendered to MFC or its agent the CNB Certificate(s) formerly representing his or her shares of CNB Stock, together with a properly completed Transmittal Letter. Further, until a former CNB shareholder's CNB Certificates are so surrendered and certificates evidencing any MFC Common Stock into which his or her CNB Stock was converted at the Effective Time actually are issued to him or her, no dividend or other distribution payable by MFC with respect to that MFC EXHIBIT 2.2 Common Stock as of any date subsequent to the Effective Time shall be paid or delivered to the former CNB shareholder. However, MFC shall hold the amount of any dividend or distribution related to the MFC Common Stock issued to such shareholder, and upon the proper surrender of the shareholder's CNB Certificate and the issuance to that shareholder of a certificate representing any MFC Common Stock to which the shareholder is entitled, MFC shall pay to such shareholder any dividend paid or any distribution made to the holders of its MFC Common Stock of record in the interim between the Effective Time and such surrender and issuance, without interest.
Exchange and Payment Procedures; Surrender of Certificates. As promptly as is reasonably practicable following the Effective Time, 1st Financial shall send or cause to be sent to each former AB&T shareholder of record immediately prior to the Effective Time written instructions and transmittal materials (a “Transmittal Letter”) for use in surrendering certificates evidencing AB&T Stock or AB&T Preferred Stock (each a “AB&T Certificate”) to 1st Financial or to its Exchange Agent. Upon the proper surrender and delivery to 1st Financial or its Exchange Agent (in accordance with its instructions, and accompanied by a properly completed Transmittal Letter) by a former shareholder of AB&T of his or her AB&T Certificate(s), and in exchange therefor, 1st Financial shall as soon as practicable thereafter issue and deliver to the shareholder a certificate evidencing the 1st Financial Stock or 1st Financial Preferred Stock into which the shareholder’s AB&T Stock or AB&T Preferred Stock has been converted.
Exchange and Payment Procedures; Surrender of Certificates. (i) Prior to the Effective Time, FCB shall designate 1st Financial’s stock transfer agent, Broadridge Corporate Issuer Solutions, Inc., to act as agent for FCB and the holders of the 1st Financial Common Stock in connection with the Merger (the “Paying Agent”) and to receive in trust from FCB the aggregate cash consideration to which all holders of 1st Financial Common Stock shall become entitled pursuant to Paragraph 2.04(a) (the “Merger Consideration”).
Exchange and Payment Procedures; Surrender of Certificates. As promptly as is reasonably practicable following the Effective Time, ACB shall send or cause to be sent to each former FNB shareholder of record immediately prior to the Effective Time written instructions and transmittal materials (a “Transmittal Letter”) for use in surrendering certificates evidencing FNB Stock (each a “FNB Certificate”) to ACB or to its Exchange Agent. Upon the proper surrender and delivery to ACB or its Exchange Agent (in accordance with its instructions, and accompanied by a properly completed Transmittal Letter) by a former shareholder of FNB of his or her FNB Certificate(s), and in exchange therefor, ACB shall as soon as practicable thereafter issue and deliver to the shareholder: (i) a certificate evidencing the ACB Stock into which the shareholder’s FNB Stock has been converted; and (ii) the amount of cash to which such shareholder is entitled in exchange for his or her FNB Stock.
Exchange and Payment Procedures; Surrender of Certificates. As promptly as practicable, but not more than five business days following the Effective Time, FCB shall send or cause to be sent to each former PCCC shareholder of record immediately prior to the Effective Time written instructions and transmittal materials (a “Transmittal Letter”) for use in surrendering PCCC Certificates to FCB or to an exchange agent appointed by FCB. Upon the proper surrender and delivery to FCB or its agent (in accordance with its instructions, and accompanied by a properly completed Transmittal Letter) by a former shareholder of PCCC of his or her PCCC Certificate(s), and in exchange therefor, FCB shall as soon as practicable issue and deliver to the shareholder the consideration into which the shareholder’s PCCC Stock has been converted. Subject to Paragraph 5(f) below, no cash shall be issued or delivered to any former PCCC shareholder unless and until such shareholder shall have properly surrendered to FCB or its agent the PCCC Certificate(s) formerly representing his or her shares of PCCC Stock, together with a properly completed Transmittal Letter. Further, FCB shall have no obligation to pay interest for any period after the Effective Time on the cash to which any former PCCC shareholders become entitled as a result of the Merger.
Exchange and Payment Procedures; Surrender of Certificates. (i) Prior to the Effective Time, FCB shall designate Cordia's stock transfer agent, Computershare Trust Company, N.A., or another service provider reasonably satisfactory to FCB and Cordia, to act as paying agent for FCB and the holders of the Cordia Common Stock in connection with the Merger (the “Paying Agent”) and to receive in trust from FCB the aggregate cash consideration to which all holders of Cordia Common Stock shall become entitled pursuant to Paragraph 2.04(a) (the "Aggregate Merger Consideration").
Exchange and Payment Procedures; Surrender of Certificates. (i) Prior to the Effective Time, FCB shall designate an agent reasonably acceptable to SFC to act as agent for the holders of the SFC Stock in connection with the Merger (the “Paying Agent”) to receive in trust, the aggregate consideration to which holders of SFC Stock shall become entitled pursuant to Paragraph 2.04(a) (the “Merger Consideration”). SFC and SNB agree that FCB’s own trust department, or the corporate trust department of First-Citizens Bank & Trust Company, Raleigh, North Carolina, each shall be acceptable to them as FCB’s Paying Agent.
Exchange and Payment Procedures; Surrender of Certificates. As promptly as is reasonably practicable following the Effective Time, Financial Holdings shall send or cause to be sent to each former Bank of Richmond shareholder of record immediately prior to the Effective Time written instructions and transmittal materials (a “Transmittal Letter”) for use in surrendering certificates evidencing Bank of Richmond Common Stock (each a “Bank of Richmond Certificate”) to Financial Holdings or to its Exchange Agent (which shall specify that delivery shall be effected, and risk of loss and title to the Bank of Richmond Certificate prior to such Effective Time shall pass, only upon proper delivery of such certificates to the Exchange Agent). Upon the proper surrender and delivery to Financial Holdings or its Exchange Agent (in accordance with its instructions, and accompanied by a properly completed Transmittal Letter) by a former shareholder of Bank of Richmond of his or her Bank of Richmond Certificate(s), and in exchange therefor, Financial Holdings shall as soon as practicable thereafter issue and deliver to the shareholder: (i) a certificate evidencing any Financial Holdings Common Stock into which the shareholder’s Bank of Richmond Common Stock has been converted; and (ii) any cash to which such holder is entitled hereunder in respect of rights to receive Cash Consideration or fractional shares. Financial Holdings shall not be obligated to deliver any of such payments until such holder surrenders the Bank of Richmond Certificate. The Bank of Richmond Certificates so surrendered shall be duly endorsed as the Exchange Agent may require. Any other provision of this Agreement notwithstanding, neither Financial Holdings nor the Exchange Agent shall be liable to any holder of Bank of Richmond Common Stock for any amounts paid or properly delivered in good faith to a public official pursuant to any applicable abandoned property law.
Exchange and Payment Procedures; Surrender of Certificates. (i) Prior to the Effective Time, FCB shall designate CBI's stock transfer agent, Registrar and Transfer Company, to act as agent for FCB and the holders of the CBI Stock in connection with the Merger (the "Paying Agent") and to receive in trust from FCB the aggregate Merger Consideration to which all holders of CBI Stock shall become entitled pursuant to Paragraph 2.04(a).
Exchange and Payment Procedures; Surrender of Certificates. As promptly as is reasonably practicable following the Effective Time, Financial Corporation shall send or cause to be sent to each former Community Bank shareholder of record immediately prior to the Effective Time written instructions and transmittal materials (a "Transmittal Letter") for use in surrendering certificates evidencing Community Bank Stock (each a "Community Bank Certificate") to Financial Corporation or to an exchange agent appointed by Financial Corporation. Upon the proper surrender and delivery to Financial Corporation or its agent (in accordance with its instructions, and accompanied by a properly completed Transmittal Letter) by a former shareholder of Community Bank of his or her Community Bank Certificate(s), and in exchange therefor, Financial Corporation shall as soon as practicable thereafter issue and deliver to the shareholder: (i) a certificate evidencing the Financial Corporation Stock into which the shareholder's Community Bank Stock has been converted, and, if elected by the shareholder or if any proration requires; and (ii) an amount of cash to which such shareholder is entitled in exchange for his Community Bank Stock.
