Common use of AUTHORIZED WITHHOLDINGS Clause in Contracts

AUTHORIZED WITHHOLDINGS. CFC shall not be obligated to deliver the consideration to which any former holder of AFC Common Stock is entitled as a result of the Merger until such holder surrenders his or her certificate or certificates representing the shares of AFC Common Stock for exchange as provided in this Article IV, or, in default thereof, an appropriate affidavit of loss and indemnity agreement and/or a bond as may be reasonably required in each case by CFC or AFC. In addition, no dividend or other distribution payable to the holders of record of CFC Common Stock as of any time subsequent to the Effective Time shall be paid to the holder of any certificate representing shares of AFC Common Stock issued and outstanding at the Effective Time until such holder surrenders such certificate for exchange as provided in Section 4.1 above. However, upon surrender of the AFC Common Stock certificate both the CFC Common Stock certificate, together with all such withheld dividends or other distributions and any withheld cash payments in respect of fractional share interest, but without any obligation for payment of interest by such withholding, shall be delivered and paid with respect to each share represented by such certificate.

Appears in 2 contracts

Samples: Reorganization Agreement (Anchor Financial Corp), Stock Option Agreement (Carolina First Corp)

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AUTHORIZED WITHHOLDINGS. CFC CFB shall not be obligated to deliver the consideration to which any former holder of AFC AB Common Stock is entitled as a result of the Bank Merger until such holder surrenders his or her certificate or certificates representing the shares of AFC AB Common Stock for exchange as provided in this Article IV, or, in default thereof, an appropriate affidavit of loss and indemnity agreement and/or a bond as may be reasonably required in each case by CFC CFB or AFCAB. In addition, no dividend or other distribution payable to the holders of record of CFC CFB Common Stock as of any time subsequent to the Effective Time shall be paid to the holder of any certificate representing shares of AFC AB Common Stock issued and outstanding at the Effective Time until such holder surrenders such certificate for exchange as provided in Section 4.1 above. However, upon surrender of the AFC AB Common Stock certificate both the CFC CFB Common Stock certificate, together with all such withheld dividends or other distributions and any withheld cash payments in respect of fractional share interest, but without any obligation for payment of interest by such withholding, shall be delivered and paid with respect to each share represented by such certificate.

Appears in 2 contracts

Samples: Reorganization Agreement (Anchor Financial Corp), Stock Option Agreement (Carolina First Corp)

AUTHORIZED WITHHOLDINGS. CFC CFB shall not be obligated to deliver the consideration to which any former holder of AFC FFA Common Stock is entitled as a result of the Bank Merger until such holder surrenders his or her certificate or certificates representing the shares of AFC FFA Common Stock for exchange as provided in this Article IV, or, in default thereof, an appropriate affidavit of loss and indemnity agreement and/or a bond as may be reasonably required in each case by CFC CFB or AFCFFA. In addition, no dividend or other distribution payable to the holders of record of CFC CFB Common Stock as of any time subsequent to the Effective Time shall be paid to the holder of any certificate representing shares of AFC FFA Common Stock issued and outstanding at the Effective Time until such holder surrenders such certificate for exchange as provided in Section 4.1 above. However, upon surrender of the AFC FFA Common Stock certificate both the CFC CFB Common Stock certificate, together with all such withheld dividends or other distributions and any withheld cash payments in respect of fractional share interest, but without any obligation for payment of interest by such withholding, shall be delivered and paid with respect to each share represented by such certificate. 4.3.

Appears in 1 contract

Samples: Reorganization Agreement (Carolina First Corp)

AUTHORIZED WITHHOLDINGS. CFC shall not be obligated to deliver the consideration to which any former holder of AFC FSFC Common Stock is entitled as a result of the Merger until such holder surrenders his or her certificate or certificates representing the shares of AFC FSFC Common Stock for exchange as provided in this Article IV, or, in default thereof, an appropriate affidavit of loss and indemnity agreement and/or a bond as may be reasonably required in each case by CFC or AFCFSFC. In addition, no dividend or other distribution payable to the holders of record of CFC Common Stock as of any time subsequent to the Effective Time shall be paid to the holder of any certificate representing shares of AFC FSFC Common Stock issued and outstanding at the Effective Time until such holder surrenders such certificate for exchange as provided in Section 4.1 above. However, upon surrender of the AFC FSFC Common Stock certificate both the CFC Common Stock certificate, together with all such withheld dividends or other distributions and any withheld cash payments in respect of fractional share interest, but without any obligation for payment of interest by such withholding, shall be delivered and paid with respect to each share represented by such certificate. 4.3.

Appears in 1 contract

Samples: Reorganization Agreement (Carolina First Corp)

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AUTHORIZED WITHHOLDINGS. CFC shall not be obligated to deliver the consideration to which any former holder of AFC Citrus Common Stock is entitled as a result of the Merger until such holder surrenders his or her certificate Certificate or certificates Certificates representing the shares of AFC Citrus Common Stock for exchange as provided in this Article IV, or, in default thereof, an appropriate affidavit of loss and indemnity agreement and/or a bond as may be reasonably required in each case by CFC or AFCCitrus. In addition, no dividend or other distribution payable to the holders of record of CFC Common Stock as of any time subsequent to the Effective Time shall be paid to the holder of any certificate Certificate representing shares of AFC Citrus Common Stock issued and outstanding at the Effective Time until such holder surrenders such certificate Certificate for exchange as provided in Section 4.1 3.1 above. However, upon surrender of the AFC Citrus Common Stock certificate Certificate both the CFC Common Stock certificate, together with all such withheld dividends or other distributions and any withheld cash payments in respect of fractional share interest, but without any obligation for payment of interest by such withholding, shall be delivered and paid with respect to each share represented by such certificateCertificate. 15.3.

Appears in 1 contract

Samples: Reorganization Agreement (Carolina First Corp)

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