Common use of HERE Clause in Contracts

HERE. If this Letter of Transmittal is properly completed, the record holder has the right to designate a party other than the record holder be the recipient of the Merger Consideration otherwise payable to the MC Member as Merger Consideration in respect of such Member’s MC Membership. To make such designation, the record holder must properly complete the “Special Issuance Instructions” box below. The undersigned acknowledges that the right to receive the Contingent Consideration, if any, is non-assignable and non-transferable except by operation of law and that, unless the right to receive the Contingent Consideration, if any, is transferred by operation of law, any Contingent Consideration can only be received by the MC member that is the signatory to this Letter of Transmittal. The MC Member hereby agrees to notify [—] in the event that its contact information changes or if an event that the MC Member believes to have caused the right to receive the Contingent Consideration, if any, to be transferred by operation of law occurs prior such MC Member having received the Contingent Consideration. Special Issuance Instructions: To be completed ONLY if the NYSE Euronext Common Stock (and any check for cash in lieu of fractional shares) are to be issued in the name of a person other than the MC Member as stated in the records of the Amex or the name of the MC Member needs to be corrected or changed. Please note that Instruction 4 describes special requirements for joint, custodial or trust account registrations, and all the instructions should be read fully prior to completing this form. Name: (please print) Address: (City, State, Zip code (Intl: Province, Postal Code)) Taxpayer Identification Number: (Also complete Substitute Form W-9 if a U.S. person. See Instruction 5)