Common use of Distributions with Respect to Unexchanged Buyer Common Stock Clause in Contracts

Distributions with Respect to Unexchanged Buyer Common Stock. No dividends or other distributions declared or made with respect to Buyer Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate or Book Entry Share with respect to the Buyer Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book Entry Share and no cash payment in lieu of fractional shares of Buyer Common Stock shall be paid to any such holder until such holder shall surrender such Certificate or Book Entry Share in accordance with this Section 2.4. Subject to applicable Law, following surrender of any such Certificate or Book Entry Share, there shall be paid to such holder of Buyer Common Stock issuable in exchange therefor, without interest, (i) promptly after the time of such surrender, the number of shares of any Buyer Common Stock due pursuant to Section 2.1 and cash payable in lieu of fractional shares of Buyer Common Stock to which such holder is entitled pursuant to Section 2.4(f) and the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such holder’s whole shares of Buyer Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender payable with respect to such holder’s whole shares of Buyer Common Stock.

Distributions with Respect to Unexchanged Buyer Common Stock. No dividends or other distributions declared or made after the Effective Time with respect to the Buyer Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate or Book Entry Share with respect to the Buyer Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book Entry Share represented thereby, and no cash payment in lieu of any fractional shares of Buyer Common Stock shall be paid to any such holder pursuant to Section 2.2(d), until the holder of such holder Certificate shall surrender such Certificate or Book Entry Share as provided in accordance with this Section 2.42.2(b). Subject to the effect of escheat, tax or other applicable Lawlaws and Section 2.2(e), following surrender of any such Certificate or Book Entry ShareCertificate, there shall be paid to such the holder of the certificates representing whole shares of Buyer Common Stock issuable issued in exchange therefor, without interest, (i) promptly within five (5) business days after the time of such surrender, the number of shares amount of any Buyer Common Stock due pursuant to Section 2.1 and cash payable in lieu of with respect to a fractional shares share of Buyer Common Stock to which such holder is entitled pursuant to Section 2.4(f2.2(d) and the amount of dividends or other distributions with a record date after the Effective Time and theretofore paid payable with respect to such holder’s whole shares of Buyer Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions distributions, with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender occurring after surrender, payable with respect to such holder’s whole shares of Buyer Common Stock.. -------------------------------------------------------------------------------- AGREEMENT AND PLAN OF MERGER 7

Distributions with Respect to Unexchanged Buyer Common Stock. No dividends or other distributions declared or made after the Effective Time with respect to the Buyer Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate or Book Entry Share with respect to the Buyer Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book Entry Share represented thereby, and no cash payment in lieu of any fractional shares of Buyer Common Stock shall be paid to any such holder pursuant to Section 2.2(d), until the holder of such holder Certificate shall surrender such Certificate or Book Entry Share as provided in accordance with this Section 2.42.2(b). Subject to the effect of escheat, tax or other applicable Lawlaws and Section 2.2(e), following surrender of any such Certificate or Book Entry ShareCertificate, there shall be paid to such the holder of the certificates representing whole shares of Buyer Common Stock issuable issued in exchange therefor, without interest, (i) promptly within five (5) business days after the time of such surrender, the number of shares amount of any Buyer Common Stock due pursuant to Section 2.1 and cash payable in lieu of with respect to a fractional shares share of Buyer Common Stock to which such holder is entitled pursuant to Section 2.4(f2.2(d) and the amount of dividends or other distributions with a record date after the Effective Time and theretofore paid payable with respect to such holder’s whole shares of Buyer Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions distributions, with a record date after the Effective Time but -------------------------------------------------------------------------------- AGREEMENT AND PLAN OF MERGER prior to such surrender and a payment date subsequent to such surrender occurring after surrender, payable with respect to such holder’s whole shares of Buyer Common Stock.

Distributions with Respect to Unexchanged Buyer Common Stock. No dividends or other distributions declared or made after the Effective Time with respect to the Buyer Common Stock with a record date after the Effective Time shall be paid to the holder of any unsurrendered Certificate or Book Entry Share with respect to the Buyer Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book Entry Share represented thereby, and no cash payment in lieu of any fractional shares of Buyer Common Stock shall be paid to any such holder pursuant to Section 2.2(d), until the holder of such holder Certificate shall surrender such Certificate or Book Entry Share as provided in accordance with this Section 2.42.2(b). Subject to the effect of escheat, tax or other applicable Lawlaws and Section 2.2(e), following surrender of any such Certificate or Book Entry ShareCertificate, there shall be paid to such the holder of the certificates representing whole shares of Buyer Common Stock issuable issued in exchange therefor, without interest, (i) promptly within five (5) business days after the time of such surrender, the number of shares amount of any Buyer Common Stock due pursuant to Section 2.1 and cash payable in lieu of with respect to a fractional shares share of Buyer Common Stock to which such holder is entitled pursuant to Section 2.4(f2.2(d) and the amount of dividends or other distributions with a record date after the Effective Time and theretofore paid payable with respect to such holder’s whole shares of Buyer Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions distributions, with a record date after the Effective Time but prior to such surrender and a payment date subsequent to such surrender occurring after surrender, payable with respect to such holder’s whole shares of Buyer Common Stock.