Dividends on Purchaser Common Stock. No holder of a Certificate ----------------------------------- shall be entitled to delivery of any dividend or other distribution from Purchaser having a record date after the Closing Date until surrender of such holder's Certificate pursuant to this Section 3.4. Upon such surrender, there shall be paid to the holder the amount of any dividends or other distributions (without interest) that theretofore became payable by Purchaser but were not paid by reason of the foregoing with respect to the number of shares of Purchaser Common Stock represented by the Certificate(s) issued upon such surrender. From and after the Closing Date, Purchaser shall, however, be entitled to treat any such Certificate that has not yet been surrendered pursuant to Section 3.4(a) as evidencing the ownership of the aggregate purchase price represented by such Certificate, notwithstanding any failure to surrender such Certificate.
Appears in 2 contracts
Samples: Merger Agreement (Netzee Inc), Merger Agreement (Intercept Group Inc)
Dividends on Purchaser Common Stock. No holder of a Certificate ----------------------------------- shall be entitled to delivery of any dividend or other distribution from Purchaser having a record date after the Closing Date Effective Time until surrender of such holder's Certificate pursuant to this Section 3.42.5. Upon such surrender, there shall be paid to the holder the amount of any dividends or other distributions (without interest) that theretofore became payable by Purchaser Purchaser, but were not paid by reason of the foregoing with respect to the number of whole shares of Purchaser Common Stock represented by the Certificate(s) Certificate or Certificates issued upon such surrender. From and after the Closing DateEffective Time, Purchaser shall, however, be entitled to treat any such Certificate that has not yet been surrendered pursuant to Section 3.4(a) for exchange as evidencing the ownership of the aggregate purchase price Merger Consideration into which Seller Common Stock represented by such CertificateCertificate shall have been converted, notwithstanding any failure to surrender such Certificate.
Appears in 1 contract
Dividends on Purchaser Common Stock. No holder of a Certificate ----------------------------------- shall be entitled to delivery of any dividend or other distribution from Purchaser having a record date after the Closing Date until surrender of such holder's Certificate pursuant to this Section 3.4. Upon such surrender, there shall be paid to the holder the amount of any dividends or other distributions (without interest) that theretofore became payable by Purchaser Purchaser, but were not paid by reason of the foregoing with respect to the number of whole shares of Purchaser Common Stock represented by the Certificate(s) issued upon such surrender. From and after the Closing Date, Purchaser shall, however, be entitled to treat any such Certificate that has not yet been surrendered pursuant to Section 3.4(a) as evidencing the ownership of the aggregate purchase price Purchase Price represented by such Certificate, notwithstanding any failure to surrender such Certificate.
Appears in 1 contract
Samples: Stock Purchase Agreement (Tanners Restaurant Group Inc)
Dividends on Purchaser Common Stock. No holder of a Certificate ----------------------------------- shall be entitled to delivery of any dividend or other distribution from Purchaser having a record date after the Closing Date Effective Time until surrender of such holder's Certificate pursuant to this Section 3.42.7. Upon such surrender, there shall be paid to the holder the amount of any dividends or other distributions (without interest) that theretofore became payable by Purchaser Purchaser, but were not paid by reason of the foregoing with respect to the number of whole shares of Purchaser Common Stock represented by the Certificate(s) Certificate or Certificates issued upon such surrender. From and after the Closing DateEffective Time, Purchaser shall, however, be entitled to treat any such Certificate that has not yet been surrendered pursuant to Section 3.4(a) for exchange as evidencing the ownership of the aggregate purchase price Merger Consideration into which the Seller Common Stock represented by such CertificateCertificate shall have been converted, notwithstanding any failure to surrender such Certificate.
Appears in 1 contract