1SouthState to Make Consideration Available Sample Clauses

1SouthState to Make Consideration Available. At or prior to the Effective Time, SouthState shall deposit, or shall cause to be deposited, with an exchange agent mutually agreed upon by SouthState and IBTX (the “Exchange Agent”), for exchange in accordance with ​ this Article II for the benefit of the holders of Old Certificates, certificates or, at SouthState’s option, evidence in book-entry form, representing shares of SouthState Common Stock to be issued pursuant to Section 1.5 (collectively, referred to herein as “New Certificates”), and cash in lieu of any fractional shares to be paid pursuant to Section 2.2(e) (such cash and New Certificates, together with any dividends or distributions with respect to shares of SouthState Common Stock payable in accordance with Section 2.2(b), being referred to as the “Exchange Fund”).
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