Common use of Objections to Claims Clause in Contracts

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver to Parent any Escrow Amounts pursuant to Section 8.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Zapworld Com), Agreement and Plan of Reorganization (Niku Corp), Agreement and Plan of Reorganization (Niku Corp)

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Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Quickturn Design Systems Inc), Agreement and Plan of Reorganization (Netscape Communications Corp), Agreement and Plan of Reorganization (Netscape Communications Corp)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.3(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.3(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Commerce One Inc), Agreement and Plan of Reorganization (Intraware Inc), Agreement and Plan of Reorganization (Commerce One Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Socket Communications Inc), Agreement and Plan of Reorganization (Informix Corp)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Inktomi Corp), Agreement and Plan of Reorganization (Summit Design Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent Stockholder Representative, and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent Buyer of any Escrow Amounts pursuant to Section 8.2(d) hereof hereto unless the Escrow Agent shall have received written authorization from the Securityholder Agent Stockholder Representative to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Buyer Common Stock from the Escrow Fund in accordance with Section 8.2(d) hereofherewith; provided, provided however, that no such payment or delivery may be made if the Securityholder Agent Stockholder Representative shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Etoys Inc), Agreement and Plan of Reorganization (Etoys Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 2 contracts

Samples: Affiliate Agreement (Inktomi Corp), Affiliate Agreement (Inktomi Corp)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Stockholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no transfer to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Stockholder Agent to make such deliverytransfer. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of transfer shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery transfer may be made if the Securityholder Stockholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (New Era of Networks Inc), Agreement and Plan of Reorganization (New Era of Networks Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent Shareholders and for a period of thirty (30) days after receipt of such deliveryOfficers Certificate, the Escrow Agent shall not deliver to make no delivery of shares of Parent any Escrow Amounts Common Stock pursuant to Section 8.2(d) 7.8 hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent Shareholders to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of the shares of Parent Common Stock from in the Escrow Fund in accordance with Section 8.2(d) 7.8 hereof, provided that no such payment payment, delivery or delivery reduction may be made if the Securityholder Agent Shareholders shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Epic Design Technology Inc /Ca/)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Shareholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no transfer to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Shareholder Agent to make such deliverytransfer. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of transfer shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery transfer may be made if the Securityholder Shareholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Polycom Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Depositary Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Stockholders' Agent and for a period of thirty (30) days after such delivery, the Escrow Depositary Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(dSECTION 7.2(F) hereof unless the Escrow Depositary Agent shall have received written authorization from the Securityholder Stockholders' Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Depositary Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(dSECTION 7.2(F) hereof, provided that no such payment or delivery may be made if the Securityholder Stockholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Depositary Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Plan of Reorganization (Kana Communications Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.4(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.4(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (E Piphany Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts Shares pursuant to Section 8.2(d4(a) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d4(a) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim Claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Escrow Agreement (Red Hat Inc)

Objections to Claims. At the time of delivery of any Officer's ’s Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver to Parent any Escrow Amounts pursuant to Section 8.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's ’s Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Artisan Components Inc)

Objections to Claims. At the time of delivery of any Officer's ’s Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate Officer’s Certificate shall be delivered to the Securityholder Agent and for Shareholders’ Agent. For a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver to make no delivery of Parent any Escrow Amounts Common Stock or other property pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Shareholders’ Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of the Parent Common Stock from or other property in the Escrow Fund in accordance with Section 8.2(d) hereof7.2(d), provided that no such payment or delivery may be made if the Securityholder Shareholders’ Agent shall object in a written statement to the claim made in the Officer's ’s Certificate, and such statement shall have been delivered to the Escrow Agent and to Parent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Share Exchange (Cellegy Pharmaceuticals Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.3(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.3(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.. (f)

Appears in 1 contract

Samples: Agreement and Plan (Cypress Semiconductor Corp /De/)

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Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent Stockholder Representative, and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent any from the Escrow Amounts Fund pursuant to Section 8.2(d) hereof 8.4 unless the Escrow Agent shall have received written authorization from the Securityholder Agent Stockholder Representative to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of the shares of Parent Common Stock and cash from the Escrow Fund in accordance with Section 8.2(d) hereof8.6; PROVIDED, provided HOWEVER, that no such payment or delivery may be made if the Securityholder Agent Stockholder Representative shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Larscom Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent Agents and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(e) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent Agents to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(e) hereof, provided that no such payment or delivery may be made if the Securityholder Agent Agents shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Netscape Communications Corp)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate Officer's Certificate shall be delivered to the Securityholder Agent Company Stockholders and for a period of thirty twenty (3020) days after such delivery, the Escrow Agent shall not deliver to Parent any make no delivery of Escrow Amounts Funds pursuant to Section 8.2(d) 8.5 hereof unless the Escrow Agent shall -53- have received written authorization from each of the Securityholder Agent Company Stockholders to make such delivery. After the expiration of such thirty twenty (3020) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock a cash amount from the Escrow Fund in accordance with Section 8.2(d) 8.5 hereof, provided that no such payment or delivery may be made if any of the Securityholder Agent Company Stockholders shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent and to the Buyer prior to the expiration of such thirty twenty (3020) day period.

Appears in 1 contract

Samples: Stock Purchase Agreement (Pec Solutions Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver to Parent any Escrow Amounts pursuant to Section 8.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock and Parent Preferred Stock from the Escrow Fund in accordance with Section 8.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Voting Agreement (Niku Corp)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Stockholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no transfer to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Stockholder Agent to make such deliverytransfer. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of transfer shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided provided, that no such payment or delivery transfer may be made if the Securityholder Stockholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Carrier Access Corp)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts shares of Parent Common Stock pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Russo Paul M)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d5.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d5.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Petsmart Com Inc)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent Stockholder Representative and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no transfer to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(e) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent Stockholder Representative to make such deliverytransfer. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of transfer shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(e) hereof, provided that no such payment or delivery transfer may be made if the Securityholder Agent Stockholder Representative shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Edwards J D & Co)

Objections to Claims. At the time of delivery of any Officer's Certificate to the Escrow Agent, Parent shall deliver a duplicate copy of such certificate shall be delivered to the Securityholder Agent and counsel to the Company and for a period of thirty (30) days after such delivery, the Escrow Agent shall not deliver make no delivery to Parent of any Escrow Amounts pursuant to Section 8.2(d7.2(d) hereof unless the Escrow Agent shall have received written authorization from the Securityholder Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 8.2(d7.2(d) hereof, provided that no such payment or delivery may be made if the Securityholder Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Netscape Communications Corp)

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