Payment for Company Shares. (a) Prior to the Acceptance Time (i) Parent shall select a bank or trust company (reasonably acceptable to the Company) to act as payment agent with respect to the payment of the Merger Consideration (the “Payment Agent”) and (ii) Parent shall cause to be made available to the Payment Agent cash amounts sufficient to enable the Payment Agent to make payments pursuant to Section 2.5 to holders of Company Shares outstanding immediately prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Beckman Coulter Inc), Agreement and Plan of Merger (Biosite Inc), Agreement and Plan of Merger (Biosite Inc)
Payment for Company Shares. (aA) Prior to the Acceptance Time (i) Parent shall select a bank or trust company (reasonably acceptable to the Company) to act as payment agent with respect to the payment of the Merger Consideration (the “"Payment Agent”") and (ii) Parent shall cause to be made available to the Payment Agent cash amounts sufficient to enable the Payment Agent to make payments pursuant to Section 2.5 to holders of Company Shares outstanding immediately prior to the Effective Time.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Inverness Medical Innovations Inc), Agreement and Plan of Merger (Inverness Medical Innovations Inc), Agreement and Plan of Merger (Inverness Medical Innovations Inc)
Payment for Company Shares. (a) Prior to the Acceptance Time Effective Time, (i) Parent (after consultation with the Company) shall select a reputable bank or trust company (reasonably acceptable to the Company) to act as payment paying agent with respect to the payment of the Merger Consideration (the “Payment "Paying Agent”) "), and (ii) Parent shall cause to be made available to the Payment Paying Agent cash amounts sufficient to enable the Payment Paying Agent to make payments pursuant to Section 2.5 to holders of Company Shares outstanding immediately prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Schneider Electric Sa)
Payment for Company Shares. (a) Prior to the Acceptance Time Effective Time, Parent (iafter consultation with the Company) Parent shall select a reputable bank or trust company (reasonably acceptable to the Company) to act as payment paying agent with respect to the payment of the Merger Consideration (the “Payment Paying Agent”) ), and (ii) at or prior to the Effective Time, Parent shall cause to be made available to the Payment Paying Agent cash amounts sufficient to enable the Payment Paying Agent to make payments pursuant to Section 2.5 to holders of Company Shares outstanding immediately prior to the Effective TimeTime (such amounts, the “Payment Fund”).
Appears in 1 contract
Payment for Company Shares. (a) Prior to the Acceptance Time Effective Time, (i) Parent shall select appoint a reputable bank or trust company (reasonably acceptable to the Company) Company to act as payment paying agent with respect to the payment of the Merger Consideration (the “Payment Paying Agent”) ), and (ii) Parent shall cause to be made available to the Payment Paying Agent cash amounts sufficient to enable the Payment Paying Agent to make payments pursuant to Section 2.5 to holders of Company Shares outstanding immediately prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Leapfrog Enterprises Inc)
Payment for Company Shares. (a) Prior to the Acceptance Time Effective Time, (i) Parent (after consultation with the Company) shall select a reputable bank or trust company (reasonably acceptable to the Company) to act as payment paying agent with respect to the payment of the Merger Consideration (the “Payment Paying Agent”) ), and (ii) Parent shall cause to be made available to the Payment Paying Agent cash amounts sufficient to enable the Payment Paying Agent to make payments pursuant to Section 2.5 to holders of Company Shares outstanding immediately prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Bei Technologies Inc)
Payment for Company Shares. (aA) Prior to the Acceptance Effective Time (i) Parent shall select a bank or trust company (reasonably acceptable to the Company) to act as payment agent with respect to the payment of the Merger Consideration (the “"Payment Agent”") and (ii) Parent shall cause to be made available to the Payment Agent cash amounts sufficient to enable the Payment Agent to make payments pursuant to Section 2.5 2.1 to holders of Company Shares outstanding immediately prior to the Effective Time.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Inverness Medical Innovations Inc)