Common use of Termination of Exchange Fund Clause in Contracts

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the Company, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stock.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Northeast Utilities System), Agreement and Plan of Merger (Consolidated Edison Inc), Agreement and Plan of Merger (Consolidated Edison Inc)

AutoNDA by SimpleDocs

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyAcquiror, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company Acquiror for payment of their claim for Merger Consideration, any cash in lieu of fractional Acquiror Common Shares and any dividends or distributions with respect to Company Acquiror Common Stock, and any cash in lieu of fractional shares of Company Common Stock.Shares. (h)

Appears in 3 contracts

Samples: A Agreement and Plan (Core Laboratories N V), Agreement and Plan of Merger (Geoscience Corp), Agreement and Plan of Merger (Tech Sym Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the Company, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Common Stock, Stock and any cash in lieu of fractional shares of Company Common Stock.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Duke Energy CORP), Agreement and Plan of Merger (Duke Energy Corp), Agreement and Plan of Merger (Cinergy Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months one year after the Effective Time shall be delivered to the Company, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company for payment delivery of their claim for the Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common StockStock pursuant to Section 2.1(g) and any dividends or distributions pursuant to Section 2.2(c).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lumera Corp), Agreement and Plan of Merger (Us Lec Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyBuyer, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II I shall thereafter look only to the Company Buyer for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Buyer Common Stock, Stock and any cash in lieu of fractional shares of Company Buyer Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Precision Response Corp), Agreement and Plan of Merger (Usa Networks Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyPinnacle, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company Pinnacle for payment of their claim claims for Merger Consideration, any dividends or distributions with in respect to Company Common Stock, thereto and any cash in lieu of fractional shares of Company Pinnacle Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Pinnacle Entertainment Inc), Agreement and Plan of Merger (Aztar Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanySurviving Corporation, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II thereafter shall thereafter look only to the Company Surviving Corporation for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company AIC Common Stock, Stock and any cash in lieu of fractional shares of Company AIC Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Commercial Assets Inc), Agreement and Plan of Merger (Asset Investors Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the Company, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Florida Power & Light Co), Agreement and Plan of Merger (System Energy Resources Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyLucent, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company Lucent for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Lucent Common Stock, Stock and any cash in lieu of fractional shares of Company Lucent Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lucent Technologies Inc), Agreement and Plan of Merger (Excel Switching Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyAcquiror, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company Surviving Corporation or Acquiror for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Acquiror Common Stock, and any cash in lieu of fractional shares of Company Acquiror Common Stock and any dividends or distributions with respect to Acquiror Common Stock.. (g)

Appears in 2 contracts

Samples: 6 Agreement and Plan of Merger (New Ralcorp Holdings Inc), 1 Agreement and Plan of Merger (Ralcorp Holdings Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanySurviving Corporation, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall thereafter look only to the Company Surviving Corporation for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Parent Common Stock, Stock and any cash in lieu of fractional shares of Company Parent Common Stock.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Citigroup Inc), Agreement and Plan of Merger (Associates First Capital Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the former holders of the Certificates Company Common Stock and Company Options and Company Restricted Stock Units for six (6) months after the Effective Time shall be delivered to the CompanyAcquiror, upon demand, and any such holders of the Certificates Company Common Stock and Company Options and Company Restricted Stock Units who have not theretofore complied with the provisions of this Article II Section 7.2 shall thereafter look only to Acquiror for the Company for payment of their claim for Merger Consideration, any dividends or distributions with respect cash to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stockwhich they are entitled pursuant to Section 2.1(b).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Force10 Networks Inc), Agreement and Plan of Merger (Carrier Access Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six (6) months after the Effective Time shall be delivered to the Company, upon demand, Company or otherwise on the instruction of the Company and any holders of the Certificates who have not theretofore complied with this Article II III shall thereafter look only to the Surviving Corporation and the Company for payment of their claim for the Merger Consideration, any dividends or distributions Consideration with respect to Company Common Stock, and any cash in lieu of fractional the shares of Company Seller Common Stock.Stock formerly represented thereby to which such holders are entitled pursuant to Section 3.01

Appears in 1 contract

Samples: Agreement and Plan of Merger (Midwest Banc Holdings Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanySurviving Corporation, upon demand, and any holders holder of the Certificates who have has not theretofore complied with this Article II shall thereafter look only to the Company Surviving Corporation for payment of their its claim for Per Share Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Hill-Rom Holdings, Inc.)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the Company, upon demand, Surviving Corporation and any holders of shares of Company Common Stock prior to the Certificates Merger who have not theretofore complied with this Article II shall thereafter look only to the Company Surviving Corporation and only as general creditors thereof for payment of their claim for the Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Good Guys Inc)

AutoNDA by SimpleDocs

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders shareholders of the Certificates Company for six (6) months after the Effective Time shall be delivered to the CompanyMerchants, upon demand, and any holders shareholders of the Certificates Company who have not theretofore complied with this Article II I shall thereafter look only to the Company Merchants for payment of their claim for to the applicable amount and form of the Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Merchants Common Stock and any dividends or distributions with respect to Merchants Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Merchants & Manufacturers Bancorporation Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall will be delivered to the CompanyResulting Corporation, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II shall 2 will thereafter look only to the Company Resulting Corporation for payment of their claim for Merger Consolidation Consideration, any dividends or distributions with respect to Company Common Stock, Resulting Corporation Shares and any cash in lieu of fractional shares of Company Common StockResulting Corporation Shares.

Appears in 1 contract

Samples: Agreement and Plan of Consolidation (Geon Co)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Certificates for six (6) months after the First Effective Time shall be delivered to the Surviving Company, upon demand, and any holders holder of the Certificates who have has not theretofore complied with this Article II shall thereafter look only to the Surviving Company for payment of their its claim for Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (2U, Inc.)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyIHS, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II Section 2 shall thereafter look only to the Company IHS for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company IHS Common Stock, and any cash in lieu of fractional shares of Company IHS Common Stock and any dividends or distributions with respect to IHS Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Integrated Health Services Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which that remains undistributed to the holders of the Company Certificates for six months one hundred eighty (180) days after the Effective Time shall be delivered to the CompanyPartner, upon demand, and any holders stockholders of the Certificates Company who have not theretofore previously complied with this Article II Section 2.02 shall thereafter look only to the Company Partner for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Partner Common Stock, and any cash in lieu of fractional shares of Company Partner Common Stock and any dividends or distributions with respect to Partner Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Basin Exploration Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the Company, upon demand, Surviving Corporation and any holders of shares of Company Common Stock prior to the Certificates Merger who have not theretofore complied with this Article II I shall thereafter look only to the Company Surviving Corporation and only as general creditors thereof for payment of their claim for the Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Palmsource Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time shall be delivered to the CompanyGiant, upon demand, and any holders of the Certificates who have not theretofore previously complied with this Article II shall thereafter look only to the Company Giant for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Giant Common Stock and any dividends or distributions with respect to Hollx Xxxmon Stock or Giant Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Holly Corp)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders stockholders of the Certificates Company for six months after the Effective Time shall be delivered to the CompanyBuyer, upon demand, and any holders stockholders of the Certificates Company who have not theretofore complied with this Article II shall thereafter look only to the Company Buyer for payment of their claim for Merger Consideration, any dividends or distributions with respect to Company Buyer Common Stock, and any cash in lieu of fractional shares of Company Buyer Common Stock and any dividends or distributions with respect to Buyer Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Harte Hanks Communications Inc)

Termination of Exchange Fund. Any portion of the Exchange Fund which remains undistributed to the holders of the Certificates for six months after the Effective Time of the Merger shall be delivered to the CompanyStrategic, upon demand, and any holders of the Certificates who have not theretofore complied with this Article II 2 shall thereafter look only to the Company Strategic for payment of their claim for Merger Consideration, Strategic Common Stock and any dividends or distributions with respect to Company Common Stock, and any cash in lieu of fractional shares of Company Strategic Common Stock.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Digital Products Corp)

Time is Money Join Law Insider Premium to draft better contracts faster.