Transfers of Ownership. If any certificate representing Parent Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall be a condition of such exchange that the Certificate so surrendered shall be properly endorsed and otherwise in proper form for transfer and that the Person requesting such exchange shall pay to the Exchange Agent any transfer or other taxes required by reason of the issuance of certificates for such Parent Shares in a name other than that of the registered holder of the Certificate surrendered, or shall establish to the satisfaction of the Exchange Agent that such tax has been paid or is not applicable.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Management Energy, Inc.), Stockholder Agreement (Axs One Inc), Agreement and Plan of Merger (Plato Learning Inc)
Transfers of Ownership. If any certificate representing for Parent Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall will be a condition of such exchange to the issuance thereof that the Certificate so surrendered shall will be properly endorsed and otherwise in proper form for transfer and that the Person person requesting such exchange shall pay will have paid to the Exchange Agent Parent or any agent designated by it any transfer or other taxes required by reason of the issuance of certificates a certificate for such Parent Shares in a any name other than that of the registered holder of the Certificate certificate surrendered, or shall establish have established to the satisfaction of the Exchange Agent Parent or any agent designated by it that such tax has been paid or is not applicablepayable.
Appears in 10 contracts
Samples: Agreement and Plan of Merger (Registry Inc), Agreement and Plan of Merger (Hunter Terry L), Agreement and Plan of Merger (HMSR Inc)
Transfers of Ownership. If any certificate representing Parent Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall be a condition of such exchange that the Certificate so surrendered shall be properly endorsed and otherwise in proper form for transfer and that the Person requesting such exchange shall pay to the Exchange Agent any transfer or other taxes required by reason of the issuance of certificates for such Parent Shares in a name other than that of the registered holder of the Certificate surrenderedShares, or shall establish to the satisfaction of the Exchange Agent that such tax has been paid or is not applicable.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (Open Market Inc), Agreement and Plan of Merger (Divine Inc), Agreement and Plan of Merger (Divine Inc)
Transfers of Ownership. If any certificate representing for Parent Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall will be a condition of such exchange to the issuance thereof that the Certificate so surrendered shall will be properly endorsed and otherwise in proper form for transfer and that the Person person requesting such exchange shall pay will have paid to the Exchange Agent Parent or any agent designated by it any transfer or other taxes required by reason of the issuance of certificates a Certificate for such Parent Shares in a any name other than that of the registered holder of the Certificate certificate surrendered, or shall establish have established to the satisfaction of the Exchange Agent Parent or any agent designated by it that such tax has been paid or is not applicablepayable.
Appears in 6 contracts
Samples: Agreement and Plan of Merger (F&m Bancorporation Inc), Agreement and Plan of Merger (F&m Bancorporation Inc), Agreement and Plan of Merger (Citizens Banking Corp)
Transfers of Ownership. If any certificate representing Parent ---------------------- Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall be a condition of such exchange that the Certificate so surrendered shall be properly endorsed and otherwise in proper form for transfer and that the Person requesting such exchange shall pay to the Exchange Agent any transfer or other taxes required by reason of the issuance of certificates for such Parent Shares in a name other than that of the registered holder of the Certificate surrendered, or shall establish to the satisfaction of the Exchange Agent that such tax has been paid or is not applicable.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Usweb Corp), Agreement and Plan of Merger (Blue Wave Systems Inc), Agreement and Plan of Merger (Usweb Corp)
Transfers of Ownership. If any certificate representing ---------------------- Parent Shares is to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall be a condition of such exchange that the Certificate so surrendered shall be properly endorsed and otherwise in proper form for transfer and that the Person requesting such exchange shall pay to the Exchange Agent any transfer or other taxes required by reason of the issuance of certificates for such Parent Shares in a name other than that of the registered holder of the Certificate surrenderedShares, or shall establish to the satisfaction of the Exchange Agent that such tax has been paid or is not applicable.
Appears in 1 contract
Transfers of Ownership. If any certificate representing for Parent Shares is ---------------------- to be issued in a name other than that in which the Certificate surrendered in exchange therefor is registered, it shall will be a condition of such exchange to the issuance thereof that the Certificate so surrendered shall will be properly endorsed and otherwise in proper form for transfer and that the Person person requesting such exchange shall pay will have paid to the Exchange Agent Parent any transfer or other taxes required by reason of the issuance of certificates a certificate for such Parent Shares in a any name other than that of the registered holder of the Certificate certificate surrendered, or shall establish have established to the satisfaction of the Exchange Agent Parent that such tax has been paid or is not applicablepayable.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Advanced Radio Telecom Corp)
