The Distributions. (a) Subject to Section 3.3, on or prior to the applicable Effective Time, Carrier or Xxxx, as applicable, will deliver to the Distribution Agent, for the benefit of the Record Holders, book-entry transfer authorizations for such number of the outstanding Carrier Shares or Otis Shares as is necessary to effect the Carrier Distribution or the Otis Distribution, as applicable, and shall cause the transfer agent for the UTC Shares to instruct the Distribution Agent to distribute at the applicable Effective Time the appropriate number of Carrier Shares or Otis Shares, as applicable, to each such Record Holder or designated transferee or transferees of such Record Holder by way of direct registration in book-entry form. Neither Carrier nor Otis will issue paper stock certificates in respect of such Carrier Shares or Otis Shares, respectively.
The Distributions. The following transactions shall be consummated on the date hereof in the following order:
The Distributions. Subject to the terms and conditions of this Agreement, New Xxxxx shall instruct the Distributions Agent to effect the Distributions pursuant to the Distributions Agent Agreement to each holder of record of New Xxxxx Common Stock on the New Xxxxx Record Date (or, if applicable, any transferee of such holder that purchased such holder’s shares in the “regular way” market).