Exchange Agent Agreement definition

Exchange Agent Agreement has the meaning set forth in Section 2.5(a).

Exchange Agent Agreement shall have the meaning set forth in Section 3.2(a).

Exchange Agent Agreement means a paying and exchange agent agreement, in form and substance reasonably acceptable to Acquiror and the Company.

Examples of Exchange Agent Agreement in a sentence

• Prior to the Effective Time, Parent shall appoint Odyssey Trust Company as the exchange agent (the “Exchange Agent”) to act as the agent for the purpose of paying the Merger Consideration pursuant to an Exchange Agent Agreement between the Stockholder Representative, Parent and Exchange Agent (the “Exchange Agent Agreement”).

• After the Effective Time, following receipt by the Escrow and Exchange Agent of the Closing Payment into the Exchange Fund, the Escrow and Exchange Agent will pay to the Securityholders the applicable portion of the Merger Consideration in accordance with Article 2 and other applicable provisions of this Agreement and the Exchange Agent Agreement.

• Prior to the Effective Time Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to 5 <PAGE> Company, or Parent's transfer agent, pursuant to an agreement (the "Exchange Agent Agreement") to act as exchange agent (the "Exchange Agent") hereunder.

• Prior to the Effective Time Parent shall appoint a bank or trust company Subsidiary of Parent or another bank or trust company reasonably acceptable to <PAGE> Company, or Xxxxxx's transfer agent, pursuant to an agreement (the "Exchange Agent Agreement") to act as exchange agent (the "Exchange Agent") hereunder.

• Notwithstanding any other provision of this Agreement, each of the Purchaser, the Company, the Escrow and Exchange Agent and the Stockholder Representative will have the right to withhold all Taxes from payments to be made by it hereunder (including without limitation any payments in connection with the Escrow Agreement and the Exchange Agent Agreement) if such withholding is required by law, and to collect Forms W-8 or W-9 or other forms from the Stockholders to the extent required by any applicable Law.

More Definitions of Exchange Agent Agreement

Exchange Agent Agreement means the Exchange Agent Agreement to be entered into by Parent and the Exchange Agent prior to the Closing Date, in form and substance reasonably agreeable to Parent and the Company.

Exchange Agent Agreement means the exchange agent agreement, dated as of December 13, 2018, between the Fund and Nuveen Securities, LLC, with respect to the Exchange.

Exchange Agent Agreement is defined in Section 2.3(d) of the Agreement.

Exchange Agent Agreement has the meaning set forth in the definition of “Exchange Agent”.

Exchange Agent Agreement is defined in Section 1.9(a).

Exchange Agent Agreement means the exchange agent agreement, dated as of December 14, 2018, between the Fund and Nuveen Securities, LLC, with respect to the Exchange.

Exchange Agent Agreement means the Contract entered into on or prior to the Closing Date, by and among the Company, Parent and the Exchange Agent, which shall be in form and substance reasonably acceptable to the Company (such acceptance not to be unreasonably conditioned, withheld or delayed).