Common use of Surrender of Shares; Stock Transfer Books Clause in Contracts

Surrender of Shares; Stock Transfer Books. (a) Prior to the Effective Time, Purchaser shall designate a bank or trust company to act as agent (the "Paying Agent") for the holders of Shares in connection with the Merger to receive the funds to which holders of Shares shall become entitled pursuant to Section 2.06(a). Such funds shall be invested by the Paying Agent as directed by the Surviving Corporation, provided that such investments shall be in obligations of or guaranteed by the United States of America or of any agency thereof and backed by the full faith and credit of the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Xxxxx'x Investors Services, Inc. or Standard & Poor's Corporation, respectively, or in deposit accounts, certificates of deposit or banker's acceptances of, repurchase or reverse repurchase agreements with, or Eurodollar time deposits purchased from, commercial banks with capital surplus and undivided profits aggregating in excess of $50 million (based on the most recent financial statements of such bank which are then publicly available at the SEC or otherwise).

Appears in 2 contracts

Samples: Concord Merger Corp, Concord Merger Corp

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Surrender of Shares; Stock Transfer Books. (a) 5.9.1. Prior to the Effective Time, Purchaser the Company and TNF shall mutually designate a bank or trust company to act as agent (the "Paying Agent") ------------ for the holders of Shares in connection with the Merger to receive the funds to which holders of Shares shall become entitled pursuant to Section 2.06(a)5.6.1. Such ------------- funds shall be invested by the Paying Agent as directed by the Surviving Corporation, provided that such investments shall be in obligations of of, or guaranteed by by, the United States of America America, or of any agency thereof thereof, and backed by the full faith and credit of the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Xxxxx'x Investors Services, Inc. or Standard & Poor's Corporation, respectively, or in deposit accounts, certificates of deposit or banker's acceptances of, repurchase or reverse repurchase agreements with, or Eurodollar time deposits purchased from, commercial banks with capital capital, surplus and undivided profits aggregating in excess of $50 million 1.0 billion (based on the most recent financial statements of such bank which are then publicly available at the SEC or otherwise).

Appears in 2 contracts

Samples: Transaction Agreement (Green Equity Investors Iii Lp), Transaction Agreement (North Face Inc)

Surrender of Shares; Stock Transfer Books. (a) Prior to the Effective Time, the Purchaser shall designate a bank or trust company to act as agent (the "Paying AgentPAYING AGENT") for the holders of Shares in connection with the Merger to receive the funds to which holders of Shares shall become entitled pursuant to Section 2.06(a). Such funds shall be invested by the Paying Agent as directed by the Surviving Corporation, provided that such investments shall be in obligations of or guaranteed by the United States of America or of any agency thereof and backed by the full faith and credit of the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Xxxxx'x Investors ServicesService, Inc. or Standard & Poor's Corporation, respectively, or in deposit accounts, certificates of deposit or banker's acceptances of, repurchase or reverse repurchase agreements with, or Eurodollar time deposits purchased from, commercial banks with capital capital, surplus and undivided profits aggregating in excess of U.S. $50 500 million (based on the most recent financial statements of such bank which are then publicly available at the SEC or otherwise).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aquapenn Spring Water Company Inc)

Surrender of Shares; Stock Transfer Books. (a) Prior to the Effective Time, the Purchaser shall designate a bank or trust company to act as agent (the "Paying Agent") for the holders of Shares in connection with the Merger to receive the funds to which holders of Shares shall become entitled pursuant to Section 2.06(a1.06(a). Such funds shall be invested by the Paying Agent as directed by the Surviving Corporation, provided that such investments shall be in obligations of or guaranteed by the United States of America or of any agency thereof and backed by the full faith and credit of the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Xxxxx'x Investors ServicesService, Inc. or Standard & Poor's Corporation, respectively, or in deposit accounts, certificates of deposit or banker's acceptances of, repurchase or reverse repurchase agreements with, or Eurodollar time deposits purchased from, commercial banks with capital capital, surplus and undivided profits aggregating in excess of U.S. $50 500 million (based on the most recent financial statements of such bank which are then publicly available at the SEC or otherwise).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aquapenn Spring Water Company Inc)

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Surrender of Shares; Stock Transfer Books. (a) Prior to As of the Effective Time, Purchaser shall designate a bank or trust company to act Jan Xxxx xxxll deposit with SunTrust Bank, Miami, N.A., as agent (the "Paying Agent") for the holders of Shares in connection with the Merger to receive Merger, the funds to which holders of Shares shall become entitled pursuant to Section 2.06(a)1.07(a) hereof. Such funds shall be invested held by the Paying Agent and invested as directed by the Surviving Corporation, provided that such any investments shall be in obligations of or guaranteed by the United States of America or of any agency thereof and backed by the full faith and credit of the United States of America, in commercial paper obligations rated A-1 or P-1 or better by Xxxxx'x Investors ServicesMoodx'x Xxxestors Service, Inc. or Standard & Poor's Corporation, respectively, or in deposit accounts, certificates of deposit or banker's acceptances of, repurchase or reverse repurchase agreements with, or Eurodollar time deposits purchased from, commercial banks with capital capital, surplus and undivided profits aggregating in excess of $50 million 1.0 billion (based on the most recent financial statements of such bank which are then publicly available at the SEC or otherwise).

Appears in 1 contract

Samples: Agreement and Plan of Merger (Jan Bell Marketing Inc)

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