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