Delivery of Merger Consideration. 3.1 On the Funding and Consummation Date the STOCKHOLDERS, who are the holders of all outstanding certificates representing shares of COMPANY Stock, shall, upon surrender of such certificates, receive the respective number of shares of METALS Stock and the amount of cash described on Annex I hereto, said cash to be payable by certified check. 3.2 The STOCKHOLDERS shall deliver to METALS at the Closing the certificates representing COMPANY Stock, duly endorsed in blank by the STOCKHOLDERS, or accompanied by blank stock powers, and with all necessary transfer tax and other revenue stamps, acquired at the STOCKHOLDERS' expense, affixed and canceled. The STOCKHOLDERS agree promptly to cure any deficiencies with respect to the endorsement of the stock certificates or other documents of conveyance with respect to such COMPANY Stock or with respect to the stock powers accompanying any COMPANY Stock.
Appears in 8 contracts
Samples: Merger Agreement (Metals Usa Inc), Merger Agreement (Metals Usa Inc), Agreement and Plan of Organization (Metals Usa Inc)
Delivery of Merger Consideration. 3.1 On the Funding and Consummation Date the STOCKHOLDERS, who are the holders of all outstanding certificates representing shares of COMPANY Stock, shall, upon surrender of such certificates, receive the respective number of shares of METALS CSI Stock and the amount of cash described set forth on Annex I III hereto, said cash to be payable by certified check.
3.2 The STOCKHOLDERS shall deliver to METALS CSI at the Closing the certificates representing COMPANY Stock, duly endorsed in blank by the STOCKHOLDERS, or accompanied by blank stock powers, and with all necessary transfer tax and other revenue stamps, acquired at the STOCKHOLDERS' expense, affixed and canceled. The STOCKHOLDERS agree promptly to cure any deficiencies with respect to the endorsement of the stock certificates or other documents of conveyance with respect to such COMPANY Stock or with respect to the stock powers accompanying any COMPANY Stock.
Appears in 7 contracts
Samples: Merger Agreement (Comfort Systems Usa Inc), Merger Agreement (Comfort Systems Usa Inc), Merger Agreement (Comfort Systems Usa Inc)
Delivery of Merger Consideration. 3.1 On the Funding and Consummation Date the STOCKHOLDERSStockholders, who are the holders of all of the outstanding certificates representing shares capital stock of COMPANY Stockthe Company, shall, upon surrender of certificates representing such certificatesshares, receive the respective number numbers of shares of METALS LandCARE Stock and the amount amounts of cash described on Annex I hereto, said cash to be payable by certified checkcheck or wire transfer.
3.2 The STOCKHOLDERS Stockholders shall deliver to METALS LandCARE at the Closing the certificates representing COMPANY Company Stock, duly endorsed in blank by the STOCKHOLDERSStockholders, or accompanied by blank stock powers, and with all necessary transfer tax and other revenue stamps, acquired at the STOCKHOLDERSStockholders' expense, affixed and canceled. The STOCKHOLDERS Stockholders agree promptly to cure any deficiencies with respect to the endorsement of the stock certificates or other documents of conveyance with respect to such COMPANY Company Stock or with respect to the stock powers accompanying any COMPANY Company Stock.
Appears in 5 contracts
Samples: Merger Agreement (Landcare Usa Inc), Merger Agreement (Landcare Usa Inc), Merger Agreement (Landcare Usa Inc)
Delivery of Merger Consideration. 3.1 On the Funding and Consummation Date the STOCKHOLDERSStockholders, who are the holders of all of the outstanding certificates representing shares capital stock of COMPANY Stockeach Company, shall, upon surrender of certificates representing such certificatesshares, receive the respective number numbers of shares of METALS LandCARE Stock and the amount amounts of cash described on the relevant portion of Annex I hereto, said cash to be payable by certified checkcheck or wire transfer.
3.2 The STOCKHOLDERS Stockholders shall deliver to METALS LandCARE at the Closing the certificates representing COMPANY Company Stock, duly endorsed in blank by the STOCKHOLDERSStockholders, or accompanied by blank stock powers, and with all necessary transfer tax and other revenue stamps, acquired at the STOCKHOLDERSStockholders' expense, affixed and canceled. The STOCKHOLDERS Stockholders agree promptly to cure any deficiencies with respect to the endorsement of the stock certificates or other documents of conveyance with respect to such COMPANY Company Stock or with respect to the stock powers accompanying any COMPANY Company Stock.
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Samples: Merger Agreement (Landcare Usa Inc)