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, a duplicate copy of such certificate shall be delivered to the Shareholder Agent (as defined in Section 7.2(i) hereof) and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder 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 7.2(f) hereof, provided -------------- that no such payment or delivery may be made if the 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 2 contracts

Sources: Agreement and Plan of Reorganization (Lantronix Inc), Agreement and Plan of Reorganization (Lantronix Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Stockholders' Agent (as defined in Section 7.2(i) hereof8.9 below) and for -------------- a period of thirty (30) days after such deliverydelivery to the Escrow Agent, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Acquiror Common Stock or other property pursuant to Section 7.2(f)(i) 8.6 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' Agent to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.6 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 Agent and to Acquiror prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Vignette Corp)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Agent (as defined in Section 7.2(i) hereof) Representative, and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i7.2(d) hereof ----------------- unless the Escrow Agent -------------- shall have received written authorization from the Shareholder Agent Representative 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 7.2(f7.2(d) hereof; provided, provided -------------- however, that no -------------- -------- ------- such payment or delivery may be made if the Shareholder Agent 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

Sources: Agreement and Plan of Reorganization (Tut Systems Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Agent Stockholder Representative (as defined in Section 7.2(i) hereof) 7.4), and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i7.3(d) hereof ----------------- unless and until the Escrow Agent shall have received written authorization from the Shareholder 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 from the Escrow Fund in accordance with Section 7.2(f7.3(d) hereof; provided, provided -------------- however, that no such payment or delivery may be made if the Shareholder 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

Sources: Agreement and Plan of Reorganization (Va Linux Systems Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Merger Agent (as defined in Section 7.2(i) hereof) and counsel for the Trust and for -------------- a period of thirty (30) days after receipt of such deliveryOfficer's Certificate by the Merger Agent, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i8.2(d) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Merger 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 7.2(f8.2(d) hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Merger 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, to the extent of the amount so objected.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Level 8 Systems)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered by Parent to the Shareholder Agent (as defined in Section 7.2(i) hereof) Representative, and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i7.3(d) hereof ----------------- -------------- unless and until the Escrow Agent shall have received written authorization from the Shareholder Agent Representative 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 (or cash in lieu thereof) from the Escrow Fund in accordance with Section 7.2(f7.3(d) hereof; provided, provided however, -------------- that no such payment or delivery may be made if the Shareholder Agent 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

Sources: Recapitalization and Exchange Offer Agreement (Internet Capital Group Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Shareholders' Agent (as defined in Section 7.2(i) hereof8.8 below) and for -------------- a period of thirty forty-five (3045) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Acquiror Common Stock or other property pursuant to Section 7.2(f)(i) 8.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Shareholders' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Shareholders' 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 and to Acquiror prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Cardiovascular Dynamics Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Shareholders' Agent (as defined in Section 7.2(i) hereof10.9 below) and for -------------- a period of thirty (30) days after such deliverydelivery to the Escrow Agent, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Assets pursuant to Section 7.2(f)(i) hereof ----------------- 10.4 unless the Escrow Agent shall have received written authorization from the Shareholder Shareholders' 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 Shares, Escrow Cash and Escrow Investments in the Escrow Fund in accordance with Section 7.2(f) hereof10.5, provided -------------- that no such payment or delivery may be made if the Shareholder Shareholders' Agent shall object in a written statement to the claim made in the Officer's Certificate, and such statement shall have been delivered to received by the Escrow Agent and ESS prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Ess Technology Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate certificate described in Section 7.5(b) to the Escrow Agent, a duplicate copy of such certificate shall be delivered by Buyer to the Shareholder Agent (as defined in Section 7.2(i) hereof) Representative and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery distribution to Parent Buyer of any funds contained in the applicable Escrow Amounts Account against which the Buyer Indemnification Claim was made pursuant to Section 7.2(f)(i7.5(b) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Agent Representative to make such deliverydistribution. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock be directed to distribute funds from the applicable Escrow Fund Account in accordance with Section 7.2(f) hereof7.5(b), provided -------------- that no such payment or delivery may be made if the Shareholder Agent Representative shall object in a written statement to the claim Buyer Indemnification Claim made in the Officer's Certificatesuch certificate, and such statement shall have been delivered to the Escrow Agent prior to the expiration of such thirty (30) day 30)-day period.

Appears in 1 contract

Sources: Merger Agreement (Mantech International Corp)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Stockholders' Agent (as defined in Section 7.2(i7.7 below) hereof) by certified mail, return receipt requested, and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i) hereof ----------------- Shares or Additional Escrow Shares unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' 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 Shares or Additional Escrow Shares in accordance with Section 7.2(f) 7.4 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 Agent and to Buyer prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Sources: Merger Agreement (Fonix Corp)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Shareholders' Agent (as defined in Section 7.2(i) hereof8.7 below) and for -------------- a period of thirty forty-five (3045) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Shares or other property pursuant to Section 7.2(f)(i) 8.4 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Shareholders' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.4 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Shareholders' 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 and to Acquiror prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Sources: Acquisition Agreement (Cisco Systems Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Securityholder Agent (as defined in Section 7.2(i) hereof7.2(g)) and for -------------- a period of thirty (30) days after such deliverydelivery to the Escrow Agent and the Securityholder Agent, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i7.2(d) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Securityholder Agent to make such delivery. After the expiration of such thirty (30) day 30)-day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the Escrow Fund in accordance with Section 7.2(f7.2(d) hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 30)-day period.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Rational Software Corp)

Objections to Claims. At the time of delivery of any Officer's -------------------- ’s Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Agent Crane Representative (as defined in Section 7.2(i) hereof10.2(j)) and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent the Feiya Designee of any Escrow Amounts Shares pursuant to Section 7.2(f)(i10.2(l)(i) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Agent Crane Representative to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent Feiya Common Stock from the Escrow Fund in accordance with Section 7.2(f10.2(e)(iv) hereof, provided -------------- provided, however, that no such payment or delivery may be made if the Shareholder Agent Crane Representative 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

Sources: Acquisition Agreement (Silicon Motion Technology CORP)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Securityholder Agent (as defined in Section 7.2(i) hereof) and for -------------- a period of thirty (30) days after such deliveryreceipt of an Officer's Certificate by the Escrow Agent, the Escrow Agent shall make no delivery transfer to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i6.2(f) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Securityholder Agent to make such deliverytransfer. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery cause the transfer agent of Parent Company Stock to transfer shares of Parent Common Stock Shares from the Escrow Fund in accordance with Section 7.2(f6.2(f) hereof, provided -------------- that no such payment or delivery transfer may be made if the Shareholder 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

Sources: Merger Agreement (Genesys Telecommunications Laboratories Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Stockholders' Agent (as defined in Section 7.2(i) hereof8.8 below) and for -------------- a period of thirty twenty-five (3025) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Acquiror Common Stock or other property pursuant to Section 7.2(f)(i) 8.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' Agent to make such delivery. After the expiration of such thirty twenty-five (3025) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 Agent and to Acquiror prior to the expiration of such thirty twenty-five (3025) day period.

Appears in 1 contract

Sources: Merger Agreement (I2 Technologies Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Sellers' Agent (as defined in Section 7.2(i) hereof8.8 below) and for -------------- a period of thirty forty-five (3045) days after such deliverydelivery to the Escrow Agent of such Officer's Certificate, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts cash or other assets pursuant to Section 7.2(f)(i) 8.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Sellers' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day period, the Escrow Agent shall make delivery of shares of Parent Common Stock from the cash or other assets in the Escrow Fund in accordance with Section 7.2(f) 8.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Sellers' 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 and to Acquiror prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Sources: Stock Purchase Agreement (Cisco Systems Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Stockholders' Agent (as defined in Section 7.2(i) hereof8.9 below) and for -------------- a period of thirty twenty (3020) days after such deliverydelivery to the Escrow Agent, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Acquiror Common Stock or other property pursuant to Section 7.2(f)(i) 8.6 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' Agent to make such delivery. After the expiration of such thirty twenty (3020) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.6 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 Agent and to Acquiror prior to the expiration of such thirty twenty (3020) day period.

Appears in 1 contract

Sources: Merger Agreement (Synbiotics Corp)

Objections to Claims. At the time of delivery of any Officer's -------------------- ’s Certificate to the Escrow Agent, a duplicate copy of such certificate Officer’s Certificate shall be delivered to the Shareholder Escrow Fund Recipient Agent (as defined in Section 7.2(i) hereof) and for -------------- a period of thirty twenty (3020) days after such delivery, the Escrow Agent shall make no delivery to Parent Purchaser of any amount from the Escrow Amounts Fund pursuant to Section 7.2(f)(i9.2(f) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Escrow Fund Recipient Agent 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 Escrow Consideration from the Escrow Fund in accordance with Section 7.2(f9.2(f) hereof; provided, provided -------------- however, that no such payment or delivery may be made if the Shareholder Escrow Fund Recipient 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 twenty (3020) day period.

Appears in 1 contract

Sources: Merger Agreement (Clorox Co /De/)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Stockholders' Agent (as defined in Section 7.2(i) hereof7.8 below) and for -------------- a period of thirty forty-five (3045) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Buyer Common Stock or other property pursuant to Section 7.2(f)(i) 7.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day days period, the Escrow Agent shall make delivery of shares of Parent Buyer Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 7.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 Agent and to the Buyer prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Sources: Merger Agreement (Visual Networks Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Shareholders' Agent (as defined in Section 7.2(i) hereof9.8 below) and for -------------- a period of thirty forty-five (3045) days after such deliveryreceipt by the Escrow Agent, the Escrow Agent shall make no delivery to of Parent of any Escrow Amounts Common Shares or other property pursuant to Section 7.2(f)(i) 9.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Shareholders' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day period, the Escrow Agent shall make delivery of shares of the Parent Common Stock from Shares or other property in the Escrow Fund in accordance with Section 7.2(f) 9.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Shareholders' 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 and to Parent prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Sources: Merger Agreement (Mdsi Mobile Data Solutions Inc /Can/)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Stockholders' Agent (as defined in Section 7.2(i) hereof8.8 below) and for -------------- a period of thirty forty-five (3045) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Acquiror Common Stock or other property pursuant to Section 7.2(f)(i) 8.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' Agent to make such delivery. After the expiration of such thirty forty-five (3045) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder 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 Agent and to Acquiror prior to the expiration of such thirty forty-five (3045) day period.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Polycom Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Shareholders' Agent (as defined in Section 7.2(i) hereof6.8 below) and for -------------- a period of thirty twenty-five (3025) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Acquiror Common Stock or other property pursuant to Section 7.2(f)(i) 6.5 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Shareholders' Agent to make such delivery. After the expiration of such thirty twenty-five (3025) day period, the Escrow Agent shall make delivery of shares of Parent the Acquiror Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 6.5 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Shareholders' 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 and to Acquiror prior to the expiration of such thirty twenty-five (3025) day period.

Appears in 1 contract

Sources: Merger Agreement (I2 Technologies Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate shall be delivered to the Shareholder Agent (as defined in Section 7.2(i) hereof) Stockholders' Agent, and for -------------- a period of thirty (30) days after such delivery, delivery the Escrow Agent shall make no delivery to Parent Splash of any Escrow Amounts pursuant to Section 7.2(f)(i) hereof ----------------- Amount specified in such Officer's Certificate unless the Escrow Agent shall have received written authorization from the Shareholder Stockholders' 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 an amount from the Escrow Fund in accordance with such Officer's Certificate and Section 7.2(f7.2(d) hereof, provided -------------- that provided, that, no such payment -------- ---- or delivery may be made if the Shareholder 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 Agent prior to the expiration of such thirty (30) day period. The Stockholder's Agent will only submit an objection in good faith.

Appears in 1 contract

Sources: Agreement and Plan of Reorganization (Splash Technology Holdings Inc)

Objections to Claims. At Upon the time of delivery of any an Officer's -------------------- Certificate to the Escrow Agent, the Escrow Agent shall deliver a duplicate copy of such certificate shall be delivered to the Shareholder Agent (as defined in Section 7.2(i) hereof) ▇▇▇▇▇ and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts WMT Common Stock or other property pursuant to Section 7.2(f)(i) 8.6 hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder Agent Spokesperson for ▇▇▇▇▇ ("Spokesperson"), initially ▇▇▇▇▇, but also any successor as chosen by ▇▇▇▇▇, to make such delivery. After the expiration of such thirty (30) day period, the Escrow Agent shall make delivery of shares of Parent the WMT Common Stock from or other property in the Escrow Fund in accordance with Section 7.2(f) 8.6 hereof, provided -------------- that no such payment or delivery may be made if the Shareholder Agent Spokesperson 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

Sources: Agreement and Plan of Reorganization (Western Micro Technology Inc)

Objections to Claims. At the time of delivery of any Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate and copies of any relevant supporting documentation shall be delivered to the Shareholder Agent (as defined in Section 7.2(i) hereof) Stockholder Representative, and for -------------- a period of thirty (30) days after such deliverydelivery to the Stockholder Representative, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts pursuant to Section 7.2(f)(i7.2(d) hereof ----------------- unless the Escrow Agent shall have received written authorization from the Shareholder 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 Common Stock from the Escrow Fund in accordance with Section 7.2(f7.2(d) hereof; provided, provided -------------- however, that no such payment or delivery may be made if the Shareholder 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

Sources: Agreement and Plan of Reorganization (Cybergold Inc)

Objections to Claims. At the time of delivery of any -------------------- Officer's -------------------- Certificate to the Escrow Agent, a duplicate copy of such certificate Officer's Certificate shall be delivered to the Shareholder Agent Stockholders' Agents (as defined in Section 7.2(i) hereof10.8 below) and for -------------- a period of thirty (30) days after such delivery, the Escrow Agent shall make no delivery to Parent of any Escrow Amounts Shares or Escrow Cash pursuant to Section 7.2(f)(i) hereof ----------------- 10.3 unless the Escrow Agent shall have received written authorization from the Shareholder Agent Stockholders' 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 Shares or Escrow Cash in the Escrow Fund in accordance with Section 7.2(f) hereof10.3, provided -------------- that no such payment or delivery may be made if the Shareholder Agent Stockholders' -------- 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 and to Acquiror prior to the expiration of such thirty (30) day period.

Appears in 1 contract

Sources: Merger Agreement (Durect Corp)