Common use of Certain Stockholder Matters Clause in Contracts

Certain Stockholder Matters. (a) Subject to Section 4.3 hereof, on or prior to the Distribution Date, WMB will deliver to a distribution agent to be appointed by WMB (the “Distribution Agent”) for the benefit of holders of record of WMB Common Stock on the Record Date, a single stock certificate, endorsed by WMB in blank, representing all of the outstanding shares of WPX Common Stock then owned by WMB, and WMB will instruct the Distribution Agent to deliver to the WPX Transfer Agent true, correct and complete copies of the stock and transfer records reflecting the holders of WMB Common Stock entitled to receive shares of WPX Common Stock in connection with the Distribution. WMB will cause its transfer agent to instruct the Distribution Agent to distribute on the Distribution Date or as soon as reasonably practicable thereafter the appropriate number of shares of WPX Common Stock to each such holder or designated transferee(s) of such holder. WMB will cooperate, and will instruct the Distribution Agent to cooperate, with WPX and the WPX Transfer Agent, and WPX will cooperate, and will instruct the WPX Transfer Agent to cooperate, with WMB and the Distribution Agent, in connection with all aspects of the Distribution and all other matters relating to the issuance and delivery of certificates representing, or other evidence of ownership of, the shares of WPX Common Stock to be distributed to the holders of WMB Common Stock in connection with the Distribution.

Appears in 4 contracts

Samples: Separation and Distribution Agreement (WPX Energy, Inc.), Separation and Distribution Agreement (WPX Energy, Inc.), Separation and Distribution Agreement (WPX Energy, Inc.)

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Certain Stockholder Matters. (a) Subject to Section 4.3 hereof, on or prior to the Distribution Date, WMB FNF will deliver to a distribution agent to be appointed by WMB FNF (the "Distribution Agent") for the benefit of holders of record of WMB FNF Common Stock on the Record Date, a single stock certificate, endorsed by WMB FNF in blank, representing all of the outstanding shares of WPX FIS Common Stock then owned by WMBFNF, and WMB FNF will instruct the Distribution Agent to deliver to the WPX FIS Transfer Agent true, correct and complete copies of the stock and transfer records reflecting the holders of WMB FNF Common Stock entitled to receive shares of WPX FIS Common Stock in connection with the Distribution. WMB FNF will cause its transfer agent to instruct the Distribution Agent to distribute on the Distribution Date or as soon as reasonably practicable thereafter the appropriate number of shares of WPX FIS Common Stock to each such holder or designated transferee(s) of such holder. WMB FNF will cooperate, and will instruct the Distribution Agent to cooperate, with WPX FIS and the WPX FIS Transfer Agent, and WPX FIS will cooperate, and will instruct the WPX FIS Transfer Agent to cooperate, with WMB FNF and the Distribution Agent, in connection with all aspects of the Distribution and all other matters relating to the issuance and delivery of certificates representing, or other evidence of ownership of, the shares of WPX FIS Common Stock to be distributed to the holders of WMB FNF Common Stock in connection with the Distribution.

Appears in 1 contract

Samples: Master Agreement (Fidelity National Information Services, Inc.)

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