EMC Shares definition
Examples of EMC Shares in a sentence
The Purchase Price for the Shares to be purchased by the Purchaser shall be an aggregate amount of $18,900,000 to be paid by the issuance by the Purchaser of the EMC Shares to EMC in satisfaction of all amounts owing by the Company to EMC under the EMC Note.
Until surrendered as contemplated by this Section 2.8, each Certificate shall be deemed at any time after the Effective Time to represent only the right to receive upon such surrender the EMC Shares payable in respect of the Quincy Shares represented by such Certificate.
On or after the Effective Time, any Certificates presented to the Transfer Agent or EMC for any reason shall be converted into the EMC Shares payable in respect of the Quincy Shares represented by such Certificates.
The EMC Shares issued upon conversion of Quincy Shares in accordance with the terms hereof shall be deemed to have been issued in full satisfaction of all rights pertaining to such Quincy Shares.
Upon (and subject to) the Purchaser issuing the EMC Shares to EMC, the Company shall deliver or cause to be delivered the Shares to the Purchaser as soon as is practicable thereafter.
None of EMC, the Surviving Corporation or Quincy shall be liable to any Quincy Shareholder for any such EMC Shares delivered to a public official pursuant to any abandoned property, escheat or similar law.
Upon surrender of a Certificate for cancellation to the Transfer Agent together with a Letter of Transmittal, properly completed and duly executed, and such other documents as may be required, the holder of such Certificate shall be entitled to receive in exchange therefor the EMC Shares payable in respect of the Quincy Shares represented by such Certificate, and the Certificate so surrendered shall forthwith be cancelled.
EMC will act reasonably in facilitating the issuance and delivery to the Quincy Securityholder of a new certificate representing the EMC Shares without a U.S. restrictive legend as contemplated in this Subsection.
At or prior to the Effective Time, EMC shall reserve, for the benefit of the Quincy Shareholders, sufficient EMC Shares to give effect to the Merger in accordance with this Agreement.
Quincy shall use commercially reasonable efforts to assist EMC as may be necessary to comply with the securities and blue sky laws of all U.S. states which are applicable in connection with the issuance of EMC Shares in connection with the Merger.