Common use of DELIVERY OF SHARES OF URSI STOCK Clause in Contracts

DELIVERY OF SHARES OF URSI STOCK. 3.1 At or after the Effective Time of the Merger: (i) the STOCKHOLDERS, as the holders of all outstanding certificates representing shares of COMPANY Stock, shall, upon surrender of such certificates, be entitled to receive the number of shares of URSI Stock and the amount of cash calculated pursuant to Section 2.2 above; and (ii) until the certificates representing COMPANY Stock have been surrendered by the STOCKHOLDERS and replaced by the URSI Stock, the certificates for COMPANY Stock shall, for all corporate purposes, be deemed to evidence the ownership of the number of shares of URSI Stock and cash which such STOCKHOLDER is entitled to receive as a result of the Merger, as set forth in Section 2.2, notwithstanding the number of shares of COMPANY Stock such certificates represent. 3.2 The STOCKHOLDERS shall deliver to URSI at Pre-Closing (as defined below in Section 4) 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 cancelled. The STOCKHOLDERS agree promptly to cure any deficiencies with respect to the endorsement of the certificates or other documents of conveyance with respect to such COMPANY Stock or with respect to the stock powers accompanying any COMPANY Stock.