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

Distributions with Respect to Unexchanged Shares of Company Common Stock. No dividends or other distributions declared or made with respect to shares of Company Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Shares with respect to the whole shares of Company Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book-Entry Shares and no cash payment in lieu of fractional shares of Company Common Stock shall be paid to any such holder, in each case until such holder shall surrender such Certificate or Book-Entry Shares in accordance with this Section 2.7. Following surrender of any such Certificate or Book-Entry Shares, such holder of whole shares of Company Common Stock issuable in exchange therefor, shall be promptly paid, without interest, (i) the amount of dividends or other distributions with a record date after the Merger Effective Time theretofore paid with respect to such whole shares of Company Common Stock, and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Merger Effective Time but prior to such payment date following such surrender payable with respect to such whole shares of Company Common Stock. For purposes of dividends or other distributions in respect of shares of Company Common Stock, all whole shares of Company Common Stock to be issued pursuant to the Merger shall be entitled to dividends pursuant to the immediately preceding sentence as if such whole shares of Company Common Stock were issued and outstanding as of the Merger Effective Time.

Distributions with Respect to Unexchanged Shares of Company Common Stock. All shares of Parent Common Stock to be issued pursuant to the Merger shall be deemed issued and outstanding as of the Effective Time and, whenever a dividend or other distribution is declared by Parent in respect of shares of Parent Common Stock, the record date for which is at or after the Effective Time, that declaration shall include dividends or other distributions in respect of all Stock Consideration issuable pursuant to this Agreement. No dividends or other distributions declared or made with in respect to of the shares of Company Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Shares with respect to the whole shares of Company Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book-Entry Shares and no cash payment in lieu of fractional shares of Company Parent Common Stock shall be paid to any such holder, in each case holder of any unsurrendered Certificate or untransferred Book Entry Company Share until such holder shall surrender such Certificate (or Book-affidavits of lost, stolen or destroyed Certificates in lieu of the Certificate as provided in Section 2.2(h)) or Book Entry Shares Company Share is transferred for exchange in accordance with this Section 2.7Article II. Following Subject to the effect of applicable Laws, following surrender of any such Certificate (or Book-affidavits of lost, stolen or destroyed Certificates in lieu of the Certificate as provided in Section 2.2(h)) or transfer of such Book Entry SharesCompany Share that has been converted into the right to receive the Merger Consideration, such there shall be issued and/or paid to the holder of the certificates representing whole shares of Company Parent Common Stock issuable (or as applicable, Book Entry Parent Shares) issued in exchange therefor, shall be promptly paid, without interest, (i) at the amount time of such surrender or transfer, the dividends or other distributions with a record date after the Merger Effective Time theretofore paid payable with respect to such whole shares of Company Parent Common Stock, Stock and not paid and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Merger Effective Time but prior to such payment date following such surrender payable with respect to such whole shares of Company Common Stock. For purposes of dividends or other distributions in respect of shares of Company Common Stock, all whole shares of Company Parent Common Stock with a record date after the Effective Time but with a payment date subsequent to be issued pursuant to the Merger shall be entitled to dividends pursuant to the immediately preceding sentence surrender or transfer, as if such whole shares of Company Common Stock were issued and outstanding as of the Merger Effective Timeapplicable.

Distributions with Respect to Unexchanged Shares of Company Common Stock. All shares of Parent Common Stock to be issued pursuant to the Merger shall be deemed issued and outstanding as of the Effective Time and, whenever a dividend or other distribution is declared by Parent in respect of shares of Parent Common Stock, the record date for which is at or after the Effective Time, that declaration shall include dividends or other distributions in respect of all Stock Consideration issuable pursuant to this Agreement. No dividends or other distributions declared or made with in respect to of the shares of Company Common Stock with a record date after the Merger Effective Time shall be paid to the holder of any unsurrendered Certificate or Book-Entry Shares with respect to the whole shares of Company Common Stock that such holder would be entitled to receive upon surrender of such Certificate or Book-Entry Shares and no cash payment in lieu of fractional shares of Company Parent Common Stock shall be paid to any such holder, in each case holder of any unsurrendered Certificate or untransferred Book Entry Company Share until such holder shall surrender such Certificate (or Book-affidavits of lost, stolen or destroyed Certificates in lieu of the Certificate as provided in ‎Section 2.2(h)) or Book Entry Shares Company Share is transferred for exchange in accordance with this Section 2.7‎Article II. Following Subject to the effect of applicable Laws, following surrender of any such Certificate (or Book-affidavits of lost, stolen or destroyed Certificates in lieu of the Certificate as provided in ‎Section 2.2(h)) or transfer of such Book Entry SharesCompany Share that has been converted into the right to receive the Merger Consideration, such there shall be issued and/or paid to the holder of the certificates representing whole shares of Company Parent Common Stock issuable (or as applicable, Book Entry Parent Shares) issued in exchange therefor, shall be promptly paid, without interest, (i) at the amount time of such surrender or transfer, the dividends or other distributions with a record date after the Merger Effective Time theretofore paid payable with respect to such whole shares of Company Parent Common Stock, Stock and not paid and (ii) at the appropriate payment date, the amount of dividends or other distributions with a record date after the Merger Effective Time but prior to such payment date following such surrender payable with respect to such whole shares of Company Common Stock. For purposes of dividends or other distributions in respect of shares of Company Common Stock, all whole shares of Company Parent Common Stock with a record date after the Effective Time but with a payment date subsequent to be issued pursuant to the Merger shall be entitled to dividends pursuant to the immediately preceding sentence surrender or transfer, as if such whole shares of Company Common Stock were issued and outstanding as of the Merger Effective Timeapplicable.