Exchange Rules. Promptly after the Effective Time, FNB shall cause the Exchange Agent to mail to each holder of record of one or more shares of Granite Stock as of immediately prior to the Effective Time: (i) a letter of transmittal (the “Letter of Transmittal”), which shall specify that delivery shall be effected, and risk of loss and title to the shares of Granite Stock shall pass, only upon delivery of the corresponding Certificates to the Exchange Agent or receipt by the Exchange Agent of an “agent’s message” with respect to Book Entry Shares, which letter shall be in customary form and have such other provisions as FNB may reasonably specify, and (ii) instructions for effecting the surrender of such Certificates or Book Entry Shares in exchange for the Merger Consideration. Each holder of shares of Granite Stock that have been converted into a right to receive the Merger Consideration, upon surrender of a Certificate or Book Entry Shares to the Exchange Agent together with such Letter of Transmittal, duly executed and completed in accordance with the instructions thereto, and such other documents as may reasonably be required by the Exchange Agent, will be entitled to receive in exchange therefor (i) one or more shares of FNB Common Stock which shall be in uncertificated book-entry form unless a physical certificate is requested and which shall represent, in the aggregate, the whole number of shares that such holder has the right to receive pursuant to Section 3.01(a)(i) (after taking into account all shares of Granite Stock then held by such holder) and (ii) a check in the amount equal to any cash that such holder has the right to receive pursuant to this ARTICLE III, consisting of any dividends and other distributions pursuant to Section 3.03(c). No interest will be paid or will accrue on any cash payable pursuant to Section 3.03(c). In the event of a transfer of ownership of Granite Stock that is not registered in the transfer records of Granite, one or more shares of FNB Common Stock evidencing, in the aggregate, the proper number of shares of FNB Common Stock and a check in the proper amount of any cash with respect to any dividends or other distributions to which such holder is entitled pursuant to Section 3.03(c) may be issued with respect to such Granite Stock, as the case may be, to such a transferee if the Certificate representing such shares of Granite Stock is presented to the Exchange Agent, accompanied by all documents required to evidence and effect su...
Exchange Rules. The Board, acting in accordance with the terms of this Agreement and the Exchange Rules, shall be vested with all powers necessary for the governance of the Company as an “exchange” within the meaning of the Exchange Act. To promote and enforce just and equitable principles of trade and business, to maintain high standards of commercial honor and integrity among Exchange Members, to collaborate with governmental and other agencies in the promotion of fair practices and the elimination of fraud, and in general to carry out the purposes of the Company and of the Exchange Act, the Board is hereby authorized to adopt such rules and such amendments thereto as it may, from time to time, deem necessary or appropriate. If any such rules or amendments thereto are approved by the SEC or otherwise become effective as provided in the Exchange Act, they shall become operative Exchange Rules as of the date of SEC approval or effectiveness under the Exchange Act unless a later operative date is declared by the Company. The Board is hereby authorized, subject to the provisions of this Agreement and the Exchange Act, to administer, enforce, interpret, issue exemptions from, suspend, or cancel any Exchange Rules adopted hereunder.
Exchange Rules. Except as described in the General Disclosure Package or the Prospectus, the Company is, and after giving effect to the sale of Shares will be, in compliance in all material respects with all applicable corporate governance requirements set forth in the Nasdaq Continued Listing Guide. No approval of stockholders of the Company under the rules and regulations of the Nasdaq Global Market is required for the Selling Stockholders to deliver the Shares to the Underwriters.
Exchange Rules. Except as described in the General Disclosure Package or the Prospectus, the Company is, and after giving effect to the sale of Shares to the Underwriter will be, in compliance in all material respects with all applicable corporate governance requirements set forth in the rules and regulations of The Nasdaq Capital Market (“Nasdaq”). No approval of shareholders of the Company under the rules and regulations of Nasdaq is required for the Selling Shareholders to deliver the Shares to the Underwriter.
Exchange Rules. Except as described in the General Disclosure Package or the Prospectus, the Company is, and after giving effect to the sale of Shares will be, in compliance in all material respects with all applicable corporate governance requirements set forth by the OTCQB and NASDAQ. No approval of stockholders of the Company under the rules and regulations of either OTCQB or NASDAQ is required for the Selling Stockholders to deliver the Shares to the Underwriters.
Exchange Rules. Member hereby agrees that it has been provided with a copy of current Exchange Rules of the Information Trust Exchange Governing Association and that it will abide by such rules.
Exchange Rules as of the Closing Time, the Corporation shall have satisfied and complied with any and all Exchange rules and policies required of the Corporation in order to complete the Offering;
Exchange Rules. The rules of The Nasdaq Stock Market LLC or any other national securities exchange or national quotation system which shall be the principal securities exchange or quotation system on which the Class A Common Stock is then listed or quoted.
Exchange Rules. All transactions handled by Xxxxxxxx and Associates on Customer’s behalf shall be subject to the constitution, regulations, customs and interpretations of each exchange or market (and it’s clearing house, if any), on which the rates are executed, and to all applicable international governmental regulations. Xxxxxxxx and Associates shall not be liable to Customer as a result of any action taken by Xxxxxxxx and Associates to comply with such rules.
Exchange Rules. All transactions handled by Belmont & Goldwyn, on behalf of the customer shall be subject to the constitution, regulations, customs and interpretations of each financial exchange or market (along with its clearing house, if any) on which the rates are executed and to all international governmental regulations, Belmont & Goldwyn., shall not be liable to the Customer for any action taken in order to comply with such rules.
