Common use of Dividends or Distributions Clause in Contracts

Dividends or Distributions. (a) No dividends or other distributions with respect to the capital stock of the Surviving Corporation with a record date on or after the Effective Time will be paid to the holder of any unsurrendered Certificates or Uncertificated Shares. (b) No dividends or other distributions with respect to Parent Common Stock with a record date after the Effective Time and a payment date prior to the surrender of any applicable unsurrendered Certificates or Uncertificated Shares shall be paid to the holder of any unsurrendered Certificate or Uncertificated Shares with respect to the shares of Parent Common Stock issuable hereunder, and all such dividends and other distributions shall be paid by Parent to the Payment Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or an Affidavit of Loss in lieu of a Certificate and compliance with Section 3.11, as applicable) or Uncertificated Shares in accordance with this Agreement. Subject to applicable Law, following surrender of any such Certificate (or an Affidavit of Loss in lieu of a Certificate and compliance with Section 3.11, as applicable) or Uncertificated Shares there shall be paid to the holder thereof, without interest, (i) the amount of dividends or other distributions with a record date after the Effective Time theretofore paid with respect to such shares of Parent Common Stock to which such holder is entitled pursuant to this Agreement 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 with a payment date subsequent to such surrender payable with respect to such shares of Parent Common Stock.

Dividends or Distributions. (a) No All Parent Shares 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 with in respect of all such issued and outstanding Parent Shares. Subject to the capital stock provisions of the Surviving Corporation with a record date on or after the Effective Time will be paid to the holder of any unsurrendered Certificates or Uncertificated Shares. (b) No Section 3.1(d), no dividends or other distributions with respect to Parent Common Stock Shares with a record date after the Effective Time and a payment date prior to the surrender of any applicable unsurrendered Certificates or Uncertificated Shares shall be paid to the holder of any unsurrendered Certificate or Uncertificated Shares unexchanged Book-Entry Evidence with respect to the shares of Parent Common Stock Shares issuable to such holder hereunder, and all such dividends and other distributions distributions, if any, shall be paid by Parent to the Payment Exchange Agent and shall be included in the Exchange Fund, in each case until the surrender of such Certificate (or an Affidavit affidavit of Loss loss in lieu of a Certificate and compliance with Section 3.11, as applicablethereof) or Uncertificated Shares Book-Entry Evidence in accordance with this Agreement. Subject to applicable LawLaws and the provisions of Section 3.1(d), following surrender of any such Certificate (or an Affidavit affidavit of Loss loss in lieu of a Certificate and compliance with Section 3.11, as applicablethereof) or Uncertificated Shares Book-Entry Evidence, there shall be issued and/or paid to the holder thereof, without interest, (i) promptly following the time of such surrender or exchange, the amount of dividends or other distributions with a record date after the Effective Time theretofore paid and with a payment date prior to such surrender or exchange with respect to such shares of the Parent Common Stock Shares to which such holder is entitled pursuant to this Agreement 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 or exchange and with a payment date subsequent to such surrender or exchange payable with respect to such shares of Parent Common StockShares.