Unregistered Transferees. If any Merger Consideration is to be paid to a Person other than the Person in whose name the surrendered Certificate or Book-Entry Share is registered, then the Merger Consideration may be paid to such a transferee so long as (A) the surrendered Certificate or Book-Entry Share is accompanied by all documents reasonably required by Parent to evidence and effect that transfer and (B) the Person requesting such payment (1) pays any applicable transfer Taxes or (2) establishes to the reasonable satisfaction of Parent and the Paying Agent that any such transfer Taxes have already been paid or are not applicable.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Frozen Food Express Industries Inc), Agreement and Plan of Merger (LD Commodities Sugar Holdings LLC), Agreement and Plan of Merger (Imperial Sugar Co /New/)
Unregistered Transferees. If any Merger Consideration is to be paid delivered to a Person person other than the Person person in whose name the surrendered Certificate or Book-book entry in respect of Book Entry Share Shares is registered, then the Merger Consideration may be paid to such a transferee so long as (A) the surrendered Certificate or Book-Entry Share is accompanied by all documents reasonably required by Parent to evidence and effect that transfer and (B) the Person person requesting such payment (1x) pays any applicable transfer Taxes or (2y) establishes to the reasonable satisfaction of Parent and the Paying Exchange Agent that any such transfer Taxes have already been paid or are not applicable.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Steel Partners Holdings L.P.), Agreement and Plan of Merger (Steel Partners Holdings L.P.)
