Payment of Consideration Surrender of Certificates Sample Clauses

Payment of Consideration Surrender of Certificates. (a) Illinois Stock Transfer Company (the “Paying Agent”) shall act as paying agent. At least 30 days prior to the anticipated Closing Date, Buyer shall cause the Paying Agent to mail to each holder of record of a Stock Certificate or Book-Entry Share that immediately prior to the Effective Time represented outstanding shares of Company Capital Stock, a letter of transmittal and instructions in customary form to be mutually agreed between Buyer and the Company prior to the Closing Date (the “Letter of Transmittal”).
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Payment of Consideration Surrender of Certificates. (a) Paying Agent. Parent, or an institution selected by Parent and at Parent’s sole expense, prior to the Effective Time, shall serve as the paying agent for the Merger, other than with respect to the consideration payable to Optionholders. The Surviving Corporation shall serve as the paying agent for the consideration payable to Optionholders and shall process all such amounts through payroll and subject all such amounts to applicable withholding Taxes.
Payment of Consideration Surrender of Certificates 

Related to Payment of Consideration Surrender of Certificates

  • Replacement of Certificates If (i) any Certificate is mutilated and is surrendered to the Trustee or any Authenticating Agent or (ii) the Trustee or any Authenticating Agent receives evidence to its satisfaction of the destruction, loss or theft of any Certificate, and there is delivered to the Trustee or the Authenticating Agent such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Depositor and any Authenticating Agent that such destroyed, lost or stolen Certificate has been acquired by a bona fide purchaser, the Trustee shall execute and the Trustee or any Authenticating Agent shall authenticate and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost or stolen Certificate, a new Certificate of like tenor and Certificate Principal Amount. Upon the issuance of any new Certificate under this Section 3.05, the Trustee and Authenticating Agent may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee or the Authenticating Agent) connected therewith. Any replacement Certificate issued pursuant to this Section 3.05 shall constitute complete and indefeasible evidence of ownership in the applicable Trust Fund, as if originally issued, whether or not the lost, stolen or destroyed Certificate shall be found at any time.

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