Common use of Closing of Stock Transfer Books Clause in Contracts

Closing of Stock Transfer Books. At the Effective Time, the stock transfer books of Bancorp shall be closed and there shall thereafter be no further transfers of shares of Bancorp Stock on the books or records of Bancorp, and, if any shares of Bancorp Stock are thereafter presented to SmartFinancial or the Exchange Agent for transfer, such shares shall be cancelled against delivery of that portion of the Merger Consideration payable or issuable in respect thereof as herein provided. Until duly surrendered to the Exchange Agent in accordance with the provisions of this Agreement, Certificates and Book-Entry Shares shall, at and after the Effective Time, evidence and represent only the right to receive that portion of the Merger Consideration payable or issuable in respect thereof (or the Bancorp Common Stock previously represented thereby) in accordance with this Agreement. No dividends or other distributions payable or distributable on or with respect to shares of SmartFinancial Common Stock that are issued or issuable in connection with the Parent Merger in accordance with this Agreement will be remitted to any Person entitled to receive such shares of SmartFinancial Common Stock until such Person surrenders his or her Certificate(s) previously representing the shares of Bancorp Common Stock converted into such SmartFinancial Common Stock, or his or her Book-Entry Shares converted into such SmartFinancial Common Stock, as applicable, at which time such dividends and other distributions shall be remitted to such Person, without interest. No interest will be paid or will accrue on any amounts payable to holders of Bancorp Common Stock under or in accordance with this Agreement.

Closing of Stock Transfer Books. At the Effective Time, the stock transfer books of Bancorp SmartFinancial shall be closed and there shall thereafter be no further transfers of shares of Bancorp SmartFinancial Stock on the books or records of BancorpSmartFinancial, and, if any shares of Bancorp SmartFinancial Stock are thereafter presented to SmartFinancial the Cornerstone Parties or the Exchange Agent for transfer, such shares shall be cancelled against delivery of that portion of the Merger Consideration payable or issuable in respect thereof as herein provided. Until duly surrendered to the Exchange Agent in accordance with the provisions of this Agreement, Certificates and Book-Entry Shares shall, at and after the Effective Time, evidence and represent only the right to receive that portion of the Merger Consideration payable or issuable in respect thereof (or the Bancorp Common SmartFinancial Stock previously represented thereby) in accordance with this Agreement. No dividends or other distributions payable or distributable on or with respect to shares of SmartFinancial Bancshares Common Stock or Bancshares SBLF Equivalent Stock that are issued or issuable in connection with the Parent Merger in accordance with this Agreement will be remitted to any Person entitled to receive such shares of SmartFinancial Bancshares Common Stock or Bancshares SBLF Equivalent Stock, as applicable, until such Person surrenders his or her Certificate(s) previously representing the shares of Bancorp Common SmartFinancial Stock converted into such SmartFinancial Bancshares Common Stock or Bancshares SBLF Equivalent Stock, as applicable, or his or her Book-Entry Shares converted into such SmartFinancial Bancshares Common Stock or Bancshares SBLF Equivalent Stock, as applicable, at which time such dividends and other distributions shall be remitted to such Person, without interest. No interest will shall be paid or will accrue on any amounts payable to holders of Bancorp Common SmartFinancial Stock under or in accordance with this Agreement.

Closing of Stock Transfer Books. At the Effective Time, the stock transfer books of Bancorp CFI shall be closed and there shall thereafter be no further transfers of shares of Bancorp CFI Stock on the books or records of BancorpCFI, and, if any shares of Bancorp CFI Common Stock are thereafter presented to SmartFinancial the Commerce Union Parties or the Exchange Agent for transfer, such shares shall be cancelled against delivery of that portion of the Merger Consideration issuable or payable or issuable in respect thereof as herein provided. Until duly surrendered to the Exchange Agent in accordance with the provisions of this Agreement, Certificates and Book-Entry Shares shall, at and after the Effective Time, evidence and represent only the right to receive that portion of the Merger Consideration issuable or payable or issuable in respect thereof (or the Bancorp CFI Common Stock previously represented thereby) ), and any dividends or other distributions payable or distributable on or with respect thereto, in each case in accordance with this Agreement. No dividends or other distributions payable or distributable on or with respect to shares of SmartFinancial Commerce Union Common Stock that are issued or issuable in connection with the Parent Merger in accordance with this Agreement will be remitted to any Person entitled to receive such shares of SmartFinancial Commerce Union Common Stock until such Person surrenders his or her Certificate(s) previously representing the shares of Bancorp CFI Common Stock converted into such SmartFinancial Commerce Union Common Stock, or his or her Book-Entry Shares converted into such SmartFinancial Commerce Union Common Stock, as applicable, at which time such dividends and other distributions shall be remitted to such Person, without interest. No interest will be paid or will accrue on any amounts issuable or payable to holders of Bancorp CFI Common Stock under or in accordance with this Agreement.

Closing of Stock Transfer Books. At the Effective Time, the stock transfer books of Bancorp TCB Holdings shall be closed and there shall thereafter be no further transfers of shares of Bancorp TCB Holdings Stock on the books or records of BancorpTCB Holdings, and, if any shares of Bancorp TCB Holdings Stock are thereafter presented to SmartFinancial Reliant or the Exchange Agent for transfer, such shares shall be cancelled against delivery of that portion of the Merger Consideration payable or issuable in respect thereof as herein provided. Until duly surrendered to the Exchange Agent in accordance with the provisions of this Agreement, Certificates and Book-Entry Shares shall, at and after the Effective Time, evidence and represent only the right to receive that portion of the Merger Consideration payable or issuable in respect thereof (or the Bancorp TCB Holdings Common Stock previously represented thereby) in accordance with this Agreement, together with any Post-Closing Distributions payable or distributable in accordance with the immediately following sentence. No dividends or other distributions payable or distributable on or with respect to shares of SmartFinancial Reliant Common Stock that are issued or issuable in connection with the Parent Merger in accordance with this Agreement (“Post-Closing Distributions”) will be remitted to any Person entitled to receive such shares of SmartFinancial Reliant Common Stock until such Person surrenders his or her Certificate(s) previously representing the shares of Bancorp TCB Holdings Common Stock converted into such SmartFinancial Reliant Common Stock, or his or her Book-Entry Shares converted into such SmartFinancial Reliant Common Stock, as applicable, at which time such dividends and other distributions Post-Closing Distributions shall be remitted to such Person, without interest. No interest will be paid or will accrue on any amounts payable to holders of Bancorp TCB Holdings Common Stock under or in accordance with this Agreement.