Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 12 contracts
Samples: Employment Agreement, Agreement and Plan of Merger (Adforce Inc), Agreement and Plan of Merger and Reorganization (Yesmail Com Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Parent Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Aon Corp), Agreement and Plan of Merger (Iq Software Corp), Agreement and Plan of Merger (Millennium Pharmaceuticals Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Public Company Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Public Company Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 5 contracts
Samples: Agreement and Plan of Merger (Cornerstone BioPharma Holdings, Inc.), Agreement and Plan of Merger (Amergent Hospitality Group, Inc), Agreement and Plan of Merger (Arsanis, Inc.)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration with respect to the shares of Buyer Oryx Common Stock and any cash in lieu of fractional shares, formerly represented thereby and unpaid dividends and distributions on shares of Buyer Company Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Kerr McGee Corp), Agreement and Plan of Merger (Oryx Energy Co), Agreement and Plan of Merger (Oryx Energy Co)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock Merger Consideration and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, in each case pursuant to this Agreement.
Appears in 4 contracts
Samples: V Agreement and Plan of Merger (Yahoo Inc), Agreement and Plan of Merger (TMP Worldwide Inc), Agreement and Plan of Merger (Hotjobs Com LTD)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving CorporationBuyer, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation Buyer may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration with respect to the shares of Buyer Company Common Stock and any cash in lieu of fractional shares, formerly represented thereby and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Procyte Corp /Wa/), Agreement and Plan of Merger (Photomedex Inc), Agreement and Plan of Merger (Photomedex Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as 15 11 indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration with respect to the shares of Buyer Company Common Stock formerly represented thereby and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Morton Acquisition Corp), Agreement and Plan of Merger (Rohm & Haas Co), Agreement and Plan of Merger (Rohm & Haas Co)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable form and amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration with respect to the shares of Buyer Company Common Stock and any cash in lieu of fractional shares, formerly represented thereby and unpaid dividends and distributions dividends, if any, on shares of Buyer Company Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger 2 Agreement (Schulman Robert I), Agreement and Plan of Merger (Massachusetts Mutual Life Insurance Co), Agreement and Plan of Merger (Tremont Advisers Inc)
Lost Certificates. If any Certificate shall have has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate certificate the shares of Buyer Parent Common Stock issuable pursuant to Section 1.7, unpaid dividends and distributions, if any, on shares of Parent Common Stock deliverable in respect thereof, pursuant to this Agreement and any cash payment in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Mattson Technology Inc), Agreement and Plan of Merger (CFM Technologies Inc), Agreement and Plan of Merger (CFM Technologies Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock Merger Consideration and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (International Business Machines Corp), Agreement and Plan of Merger (Unison Software Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate Certificate, the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock as may be deliverable in respect thereof pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Cyprus Amax Minerals Co), Agreement and Plan of Merger (Phelps Dodge Corp)
Lost Certificates. If any Certificate shall have been lost, ----------------- stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Cmgi Inc), Agreement and Plan of Merger (Cmgi Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving CorporationCompany, the posting by such person of a bond in such reasonable amount as the Surviving Corporation Company may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock applicable Merger Consideration with respect to the Shares formerly represented thereby and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, pursuant to this Agreement, without any interest thereon.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Synopsys Inc), Agreement and Plan of Merger (Avant Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock applicable Merger Consideration with respect to the Shares formerly represented thereby and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof pursuant to this AgreementSection 2.2(e).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Metro Networks Inc), Agreement and Plan of Merger (Westwood One Inc /De/)
Lost Certificates. If any Certificate shall have certificate formerly representing shares of Company Common Stock has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate certificate to be lost, stolen or destroyed and, if required by the Surviving CorporationParent, the posting by such person Person of a bond bond, in such reasonable and customary amount as the Surviving Corporation Parent may direct direct, as indemnity against any claim that may be made against it with respect to such Certificatecertificate, the Exchange Agent will issue shall deliver and pay, in exchange for such lost, stolen or destroyed Certificate certificate, the shares of Buyer Common Stock and Merger Consideration, any cash in lieu of fractional shares, shares and unpaid any dividends and distributions on shares of Buyer Common Stock the certificate deliverable in respect thereof pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Mergerby (Nextera Energy Inc), Agreement and Plan of Merger (Hawaiian Electric Co Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, Buyer will cause the Exchange Transfer Agent will to issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Lernout & Hauspie Speech Products Nv), Agreement and Plan of Merger (Dictaphone Corp /De)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Stock, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Digitas Inc), Agreement and Plan of Merger (Modem Media Inc)
Lost Certificates. If any Certificate shall have been is lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock or deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Dynamics Corp of America), Amended and Restated Agreement and Plan of Merger (CTS Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration with respect thereto and, if applicable, any unpaid dividends and distributions on shares of Buyer Lucent Common Stock deliverable in respect thereof and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof each case pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Excel Switching Corp), Agreement and Plan of Merger (Lucent Technologies Inc)
Lost Certificates. If any Certificate shall have has been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue shall issue, in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof and any cash in lieu of fractional shares, in each case, due to such person pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Commercial Intertech Corp), Agreement and Plan of Merger (Parker Hannifin Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Parent Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Interwave Communications International LTD), Agreement and Plan of Merger (Johnson & Johnson)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Parent Common Stock and any cash in lieu -6- 11 of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hadco Corp), Agreement and Plan of Merger (Irvine Horace H Ii)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer BUYER Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer BUYER Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Video Update Inc), Agreement and Plan of Merger (Moovies Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Discount Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hi Lo Automotive Inc /De), Agreement and Plan of Merger (Discount Auto Parts Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the related Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Falcon Drilling Co Inc), Agreement and Plan of Merger (Falcon Drilling Co Inc)
Lost Certificates. If any Certificate shall have been is lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock Paired Shares or deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Meditrust Corp), Agreement and Plan of Merger (La Quinta Inns Inc)
Lost Certificates. If any Certificate shall have been lost, stolen ----------------- or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Stock, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Class A Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Class A Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Savannah Foods & Industries Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue deliver in exchange for such lost, stolen or destroyed Certificate the applicable Merger Consideration with respect to the shares of Buyer CEN Common Stock and any cash in lieu of fractional sharesformerly represented thereby, and unpaid dividends and distributions on shares of Buyer CSOC Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Cen Biotech Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving CorporationExchange Agent, the posting by such person of a bond in such reasonable amount as the Surviving Corporation Xxxxxxxxx may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent Xxxxxxxxx will issue issue, in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Certificate, Xxxxxxxxx Common Stock and any cash in lieu of fractional shares, and any unpaid dividends and distributions on shares of Buyer Xxxxxxxxx Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Banner Aerospace Inc)
Lost Certificates. If any Certificate shall have been ----------------- lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Depot Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Depot Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Viking Office Products Inc)
Lost Certificates. If any Certificate shall have been lost, ----------------- stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock Merger Consideration and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, in each case pursuant to this Agreement.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving CorporationBuyer, the posting by such person of a bond in such reasonable amount as the Surviving Corporation Buyer may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Stock Purchase Agreement (Murray United Development Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving CorporationPublic Company, the posting by such person of a bond in such reasonable amount as the Surviving Corporation Public Company may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Public Company Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Public Company Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Giant Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.. (j)
Appears in 1 contract
Samples: Agreement and Plan of Merger (Giant Industries Inc)
Lost Certificates. If any Certificate shall have been lost, stolen ----------------- or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Flycast Communications Corp)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Genaissance Pharmaceuticals Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue or pay in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock Merger Consideration and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock and Buyer Preferred Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Captec Net Lease Realty Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable and customary amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the Merger Consideration and, if applicable, any unpaid dividends and distributions on shares of Buyer CT Common Stock deliverable in respect thereof and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof each case pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Comverse Technology Inc/Ny/)
Lost Certificates. If any Certificate shall have been lost, ------------------ stolen or destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock Merger Consideration and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Parent Common Stock deliverable in respect thereof thereof, in each case pursuant to this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Centocor Inc)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Depot Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Depot Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or ----------------- destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger and Reorganization (Cmgi Inc)
Lost Certificates. If any Certificate shall have been is lost, stolen or ----------------- destroyed, upon the making of an affidavit of that fact by the person Person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person Person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock Paired Shares or deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Patriot American Hospitality Operating Co\de)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration and, if applicable, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Giant Common Stock deliverable in respect thereof thereof, pursuant to this Agreement.
Appears in 1 contract
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Arbor Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Arbor Common Stock deliverable in respect thereof pursuant to this Agreement.
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Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.. ARTICLE III
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Samples: Annex a Agreement and Plan of Merger (Broderbund Software Inc /De/)
Lost Certificates. If any Certificate shall have been lost, stolen or destroyed, upon the making of an affidavit of that fact by the person claiming such Certificate to be lost, stolen or destroyed and, if required by the Surviving Corporation, the posting by such person of a bond in such reasonable amount as the Surviving Corporation may direct as indemnity against any claim that may be made against it with respect to such Certificate, the Exchange Agent will shall issue in exchange for such lost, stolen or destroyed Certificate the shares of Buyer Common Stock and Merger Consideration, any cash in lieu of fractional shares, and unpaid dividends and distributions on shares of Buyer Common Stock deliverable in respect thereof pursuant to this Agreement.
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Samples: Agreement and Plan of Merger (Packard Bioscience Co)
